AstraZeneca Annual Report and Form 20-F Information 2011

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Financial Statements24 Employee costs and share plans for employees continuedThe AstraZeneca Restricted Share PlanThis plan was introduced in 2008 and provides for the grant of restricted share awards to key employees, excluding Executive Directors. Awardsare made on an ad hoc basis with variable vesting dates. The plan has been used seven times in 2011 to make awards to 26 employees.The Remuneration Committee has responsibility for agreeing any awards under the plan and for setting the policy for the way in which the planshould be operated.Shares awarded in August 2009 9 N/A 46.36Shares awarded in September 2009 22 N/A 44.61Shares awarded in February 2010 159 2954 47.70Shares awarded in May 2010 25 2861 42.96Shares awarded in August 2010 108 3227 49.89Shares awarded in November 2010 27 N/A 50.21Shares awarded in December 2010 20 N/A 48.30Shares awarded in January 2011 2 2955 N/AShares awarded in February 2011 136 3030 48.55Shares awarded in March 2011 29 N/A 46.37Shares awarded in May 2011 14 3052 50.45Shares awarded in July 2011 21 3026 N/AShares awarded in August 2011 27 2841 46.65Shares awarded in November 2011 10 N/A 49.02Shares’000WAFVpenceWAFV$The AstraZeneca Pharmaceuticals LP Executive Performance Share PlanThis plan was introduced in 2007 and, up to and including the awards made in 2009, was used to grant awards of performance shares toselected US employees under broadly the same terms as awards are made under the AstraZeneca Performance Share Plan. All awards ofperformance shares to US employees in 2010 and 2011 were made under the AstraZeneca Performance Share Plan described above.Shares awarded in March 2009 2,288 16.70Shares awarded in August 2009 6 23.18Shares’000WAFV$The AstraZeneca Pharmaceuticals LP Restricted Stock Unit Award PlanThis plan was introduced in 2007 and previously provided for the grant of RSU awards to selected employees (predominantly in the US). Thisplan was used in conjunction with the AstraZeneca Share Option Plan to provide a mix of RSUs and share options. This plan was replaced in2010 by the Global Restricted Stock Plan described above.Units awarded in March 2009 1,283 33.39Units’000WAFV$The MedImmune, Inc. 2008 Restricted Stock Unit Award PlanThis plan was introduced in 2008 and previously provided for the grant of RSU awards to selected employees of MedImmune. This plan wasused in conjunction with the AstraZeneca Share Option Plan to provide a mix of RSUs and share options. This plan was replaced in 2010 bythe Global Restricted Stock Plan described above.Units awarded in March 2009 177 33.39Units’000WAFV$The fair values were determined using a modified version of the binomial model. This method incorporated expected dividends but no otherfeatures into the measurements of fair value. The grant date fair values of share awards disclosed in this section do not take account of serviceand non-market related performance conditions.Share option plansThe charge for share-based payments in respect of share options is $37m (2010: $53m; 2009: $105m) which is comprised entirely of equitysettledtransactions. At 31 December 2011, there were options outstanding under the AstraZeneca Savings-Related Share Option Plan andthe AstraZeneca Share Option Plan.178 Financial StatementsAstraZeneca Annual Report and Form 20-F Information 2011
24 Employee costs and share plans for employees continued(1) Summary of the AstraZeneca Savings-Related Share Option Plan (SAYE Scheme)The AstraZeneca Savings-Related Share Option Plan was approved by shareholders in 2003 for a period of 10 years. The first grant of optionsunder this plan was made in September 2003.EligibilityUK-resident employees of participating AstraZeneca companies are automatically eligible to participate.Grant of optionsInvitations to apply for options may be issued within six weeks after the announcement by the Company of its results for any period and at othertimes in circumstances considered to be exceptional by the Directors. No invitations may be issued later than 10 years after the approval ofthe scheme by shareholders. Options may only be granted to employees who enter into HM Revenue & Customs-approved savings contractswith the savings body nominated by the Company, under which monthly savings of a fixed amount (currently not less than £5 nor more than£250) are made over a period of three or five years. The number of Ordinary Shares over which an option is granted will be such that the totalamount payable on its exercise will be the proceeds on maturity of the related savings contract. No payment will be required for the grant of anoption. Options are not transferable.Individual participationMonthly savings by an employee under all savings contracts linked to options granted under any Save As You Earn scheme may not exceed£250 or such lower amounts as may be determined by the Directors.Acquisition priceThe price per Ordinary Share payable upon the exercise of an option will not normally be less than the higher of:a) 90% of the arithmetical average of the middle-market quotations for an Ordinary Share on the London Stock Exchange on three consecutivedealing days shortly before the date on which invitations to apply for options are issued (provided that no such day may fall before the Companylast announced its results for any period) or such other dealing day or days falling within the six-week period for the issue of invitations, as theDirectors may decide; andb) the nominal value of an Ordinary Share (unless the option is expressed to relate only to existing Ordinary Shares).Exercise of optionsAn option will normally be exercisable only for six months commencing on the third or fifth anniversary of the commencement of the relatedsavings contract. Options are satisfied by the issue of new Ordinary Shares. Options normally lapse on cessation of employment. Exercise is,however, permitted for a limited period (irrespective of the period during which the option has been held) following cessation of employment incertain compassionate circumstances and/or where an option has been held for more than three years (except on dismissal for misconduct)and/or on an amalgamation, take-over or winding-up of the Company.(2) Summary of the AstraZeneca Share Option PlanThis is a share option plan for employees of participating AstraZeneca Group companies which was approved by shareholders at the Company’sAGM in 2000. The first grant of options occurred in August 2000 for a period of 10 years. The final grant of options under the plan was inAugust 2009. There were no grants of options under the plan in 2010 and 2011, and no further grants will be made. Options are not transferable.Options were granted over AstraZeneca Ordinary Shares or ADSs.Acquisition priceThe price per Ordinary Share payable upon the exercise of an option is not less than an amount equal to the average of the middle-marketclosing price for an Ordinary Share or ADS of the Company on the London or New York Stock Exchange on the three consecutive dealingdays immediately before the date of grant (or as otherwise agreed with HM Revenue & Customs). Where the option is an option to subscribe,the price payable upon exercise cannot be less than the nominal value of an Ordinary Share of the Company.Exercise of optionsAn option will normally be exercisable between three and 10 years following its grant provided any relevant performance condition has beensatisfied. Options may be satisfied by the issue of new Ordinary Shares or by existing Ordinary Shares purchased in the market. The RemunerationCommittee sets the policy for the Company’s operation of the plan including as regards whether any performance target(s) will apply to thegrant and/or exercise of each eligible employee’s option. Options normally lapse on cessation of employment. Exercise is, however, permittedfor a limited period following cessation of employment either for reasons of injury or disability, redundancy or retirement, or at the discretion ofthe Remuneration Committee, and on an amalgamation, take-over or winding-up of the Company.Financial StatementsAstraZeneca Annual Report and Form 20-F Information 2011 Financial Statements 179
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healthAstraZeneca Annual Reportand
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Financial summary$33.6bnSales down
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China: We announcedour decision to
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OverviewOperational overview7979 pr
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Chairman’s StatementI would like
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Chief Executive Officer’s ReviewA
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The process of getting a drug to ma
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OverviewnovationInnovation drives p
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Our Strategy and PerformanceMore pe
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Using the full range of innovative
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Our strategyMissionto make the most
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Our strategic priorities to 2014Our
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Our performance in 2011Our performa
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Business shapePeopleResponsible bus
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Strategy and PerformanceaborationIm
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Delivering our strategyOur strategy
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Development projects20112010 129342
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Investing in capabilitiesA core com
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Patent expiries for our key markete
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our Established Markets footprint i
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Product qualityWe are committed to
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We have a global approach, supporte
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ComplianceWe ensure a culture of et
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tegrityBusiness ReviewWe are dedica
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Delivering our strategyResponsible
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India has the fastest growing numbe
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ProtestsAstraZeneca acknowledges th
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Also in 2011, the DIHR in collabora
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healthcollaborationRaising breast c
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Pipeline by Therapy Area at 31 Dece
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Therapy Area ReviewIn September, we
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Therapy Area ReviewGastrointestinal
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Therapy Area ReviewInfectionTherapy
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Therapy Area ReviewIn the pipelineI
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Therapy Area ReviewOur financial pe
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Therapy Area ReviewOncologyTherapy
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Therapy Area Reviewendpoints of pro
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Therapy Area ReviewOur financial pe
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healthinnovationReducing the number
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Geographical ReviewUSAstraZeneca is
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Geographical ReviewEmerging Markets
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Disciplined execution of our strate
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Financial ReviewMeasuring performan
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Financial ReviewResults of operatio
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Financial ReviewFinancial position
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Financial ReviewCapitalisation and
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Financial ReviewResults of operatio
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Financial ReviewSensitivity analysi
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Financial Reviewover the performanc
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healthcollaborationFighting the ris
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Board of Directors and Senior Execu
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Board of Directors and Senior Execu
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Corporate Governance ReportOperatio
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Corporate Governance ReportThe Boar
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Corporate Governance ReportDuring 2
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Corporate Governance ReportBusiness
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Corporate Governance ReportPolitica
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Directors’ Remuneration ReportDav
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Directors’ Remuneration ReportVar
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Directors’ Remuneration ReportAdd
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Directors’ Remuneration ReportSum
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Directors’ Remuneration ReportSum
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Directors’ Remuneration ReportIn
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Directors’ Remuneration ReportPer
Page 130 and 131: Directors’ Remuneration ReportGai
Page 132 and 133: RiskManagement reporting and assura
Page 134 and 135: RiskCommercialisation and business
Page 136 and 137: RiskCommercialisation and business
Page 138 and 139: RiskSupply chain and delivery risks
Page 140 and 141: RiskEconomic and financial risks co
Page 142 and 143: Financial StatementsPreparation of
Page 144 and 145: Financial StatementsConsolidated St
Page 146 and 147: Financial StatementsConsolidated St
Page 148 and 149: Financial StatementsGroup Accountin
Page 150 and 151: Financial StatementsProperty, plant
Page 152 and 153: Financial StatementsNotes to the Gr
Page 154 and 155: Financial Statements3 Finance incom
Page 156 and 157: Financial Statements4 Taxation cont
Page 158 and 159: Financial Statements6 Segment infor
Page 160 and 161: Financial Statements9 Intangible as
Page 162 and 163: Financial Statements10 Other invest
Page 164 and 165: Financial Statements15 Financial in
Page 166 and 167: Financial Statements15 Financial in
Page 168 and 169: Financial Statements18 Post-retirem
Page 170 and 171: Financial Statements18 Post-retirem
Page 172 and 173: Financial Statements20 Share capita
Page 174 and 175: Financial Statements23 Financial ri
Page 176 and 177: Financial Statements23 Financial ri
Page 178 and 179: Financial Statements24 Employee cos
Page 182 and 183: Financial Statements24 Employee cos
Page 184 and 185: Financial Statements25 Commitments
Page 192 and 193: Financial Statements26 LeasesTotal
Page 194 and 195: Financial StatementsIndependent Aud
Page 196 and 197: Financial StatementsCompany Account
Page 198 and 199: Financial Statements4 ReservesShare
Page 200 and 201: Financial StatementsGroup Financial
Page 202 and 203: Development PipelineNCEsPhase III/R
Page 204 and 205: Development PipelineNCEsPhases I an
Page 206 and 207: Shareholder Information> For shares
Page 208 and 209: Shareholder InformationDocuments on
Page 210 and 211: Corporate InformationHistory and de
Page 212 and 213: GlossaryThe following abbreviations
Page 214 and 215: Index2011 performance summary 23Acc
Page 216: Contact informationRegistered offic
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AstraZeneca Annual Report and Form 20-F Information 2011

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