2009 Annual Report - CRH

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Report on Directors’ Remuneration continued Directors’ awards under the Performance Share Plan (i) 56 CRH 31st December 2008 (ii) Granted in 2009 Released in 2009 (iii) Lapsed in 2009 (iii) 31st December 2009 G.A. Culpepper (v) 11,090 - 8,316 2,774 - Performance period Release date Market price in euro on award (iv) 9,981 - - - 9,981 01/01/07 – 31/12/09 March 2010 33.55 12,199 - - - 12,199 01/01/08 – 31/12/10 March 2011 23.45 - 47,500 - - 47,500 01/01/09 – 31/12/11 March 2012 17.00 33,270 47,500 8,316 2,774 69,680 M. Lee 22,180 - 16,632 5,548 - 19,962 - - - 19,962 01/01/07 – 31/12/09 March 2010 33.55 27,725 - - - 27,725 01/01/08 – 31/12/10 March 2011 23.45 - 70,000 - - 70,000 01/01/09 – 31/12/11 March 2012 17.00 69,867 70,000 16,632 5,548 117,687 A. Manifold (v) 9,981 - 7,484 2,497 - 16,635 - - - 16,635 01/01/07 – 31/12/09 March 2010 33.55 27,725 - - - 27,725 01/01/08 – 31/12/10 March 2011 23.45 - 47,500 - - 47,500 01/01/09 – 31/12/11 March 2012 17.00 54,341 47,500 7,484 2,497 91,860 W.I. O’Mahony 66,542 - 49,899 16,643 - M.S. Towe 24,953 - 18,712 6,241 - 18,853 - - - 18,853 01/01/07 – 31/12/09 March 2010 33.55 23,289 - - - 23,289 01/01/08 – 31/12/10 March 2011 23.45 - 76,000 - - 76,000 01/01/09 – 31/12/11 March 2012 17.00 67,095 76,000 18,712 6,241 118,142 (i) Performance Share Plan This is a long-term share incentive plan under which share awards are granted in the form of a provisional allocation of shares for which no exercise price is payable. The shares scheduled for release in March 2010, March 2011 and March 2012 will be allocated to the extent that the relative TSR performance conditions are achieved. The structure of the Performance Share Plan is set out on page 51. (ii) Restated for the bonus element of the 2 for 7 Rights Issue in 2009. (iii) On 25th March 2009, the Remuneration Committee determined that 74.99% of the 2006 award vested and that portion of the award was released to participants. The balance of the 2006 award lapsed. (iv) The Trustees of the CRH plc Employee Benefit Trust purchased Ordinary Shares at €24.82 per share on 21st June 2006 in respect of the 2006 award, and at €33.55 per share on 11th April 2007 in respect of part of the 2007 award. No shares were purchased in respect of the 2008 award. No dividends are payable on these shares until such time as they are released to plan participants. (v) Mr. G.A. Culpepper and Mr. A. Manifold became Directors on 1st January 2009. The opening balances above relate to the position at date of appointment restated for the bonus element of the 2009 Rights Issue.
Directors’ interests The Company’s Register of Directors’ Interests contains full details of Directors’ shareholdings and options to subscribe for shares. Directors’ share options Details of movements on outstanding options and those exercised during the year are set out in the table below: 31st December 2008* Granted in 2009 Lapsed in 2009 Exercised in 31st December 2009 2009 Weighted average option price at 31st December 2009 Options exercised during 2009 Weighted average exercised price Weighted average market price at date of exercise € € € G.A. Culpepper** 42,611 - - 42,611 - (a) - 15.81 17.80 30,437 - - 12,175 18,262 (b) 16.24 13.22 15.61 113,673 35,000 - - 148,673 (c) 20.29 - - 72,085 - - - 72,085 (d) 14.95 - - M. Lee 3,580 - - - 3,580 (b) 15.56 - - 238,435 80,000 - - 318,435 (c) 19.32 - - 138,625 - - - 138,625 (d) 14.86 - - 1,752 - - - 1,752 (e) 18.39 - - A. Manifold** 18,262 - - 18,262 - (b) - 15.56 18.17 116,445 50,000 - - 166,445 (c) 21.97 - - 48,796 - - - 48,796 (d) 14.65 - - 1,752 - - - 1,752 (e) 18.39 - - W.I. O’Mahony 164,357 - - 42,611 121,746 (a) 15.56 13.22 16.30 146,095 - - 85,222 60,873 (b) 15.56 13.22 16.30 576,680 - - - 576,680 (c) 18.31 - - 277,250 - - - 277,250 (d) 16.99 - - M.S. Towe 60,873 - - 60,873 - (a) - 16.24 19.38 60,873 - - 60,873 - (b) - 16.24 19.38 243,981 - - - 243,981 (c) 20.26 - - 155,260 - - - 155,260 (d) 14.80 - - 2,511,822 165,000 - 322,627 2,354,195 * The opening balances above and in the following table have been re-stated for the bonus element of the 2 for 7 Rights Issue in 2009. ** Mr. G.A. Culpepper and Mr. A. Manifold became Directors on 1st January 2009. The opening balances above and in the following table relate to the position at date of appointment. CRH 57
Page 1 and 2:
Annual Report 2009 PERFORMANCE AND
Page 3 and 4:
Contents inside cover CRH at a Glan
Page 5 and 6:
Key Financial Figures 2009 €m 2,8
Page 7 and 8:
Americas Materials - 37% of Group T
Page 9 and 10: CRH is an international group with
Page 11 and 12: . . Emerging Regions - Strategy in
Page 13 and 14: . . . . . . Diverse Portfolio - Str
Page 15 and 16: CRH is committed to ethically and r
Page 17 and 18: as well as adding to our presence i
Page 19 and 20: Chief Executive’s Review Overview
Page 21 and 22: Responding to the evolving market e
Page 23 and 24: Group Operations The global economi
Page 25 and 26: Europe Materials Europe Materials e
Page 27 and 28: operating adjustments were implemen
Page 29 and 30: Europe Products & Distribution Thro
Page 31 and 32: Building Envelope Products These op
Page 33 and 34: Mark Towe Chief Executive Officer T
Page 35 and 36: asphalt plants and paving operation
Page 37 and 38: Mark Towe Chief Executive Officer T
Page 39 and 40: Glass The Glass group is the market
Page 41 and 42: offset by the decline in the averag
Page 43 and 44: which mature after more than one ye
Page 45 and 46: W.I. O’Mahony* BE, BL, MBA, FIEI
Page 47 and 48: issues confronting the Group; that
Page 49 and 50: # assists management, at their requ
Page 51 and 52: accounting period and up to the dat
Page 53 and 54: # CRH’s business may be affected
Page 55 and 56: Report on Directors’ Remuneration
Page 57 and 58: Directors’ Remuneration Notes Exe
Page 59: Pension entitlements - defined bene
Page 63 and 64: Directors’ Interests in Share Cap
Page 65 and 66: Independent Auditors’ Report to t
Page 67 and 68: Consolidated Balance Sheet as at 31
Page 69 and 70: Consolidated Statement of Cash Flow
Page 71 and 72: the Group and one or more other ven
Page 73 and 74: indicate that the carrying values m
Page 75 and 76: floating rates (using interest rate
Page 77 and 78: 1. Segment Information continued A.
Page 79 and 80: 2. Proportionate Consolidation of J
Page 81 and 82: 5. Directors’ Emoluments and Inte
Page 83 and 84: 7. Share-based Payment Expense cont
Page 85 and 86: 8. Finance Costs and Finance Revenu
Page 87 and 88: 10. Income Tax Expense continued Fa
Page 89 and 90: 13. Property, Plant and Equipment L
Page 91 and 92: 14. Intangible Assets continued Goo
Page 93 and 94: 17. Inventories 2009 2008 €m €m
Page 95 and 96: 21. Capital and Financial Risk Mana
Page 97 and 98: 21. Capital and Financial Risk Mana
Page 99 and 100: 23. Interest-bearing Loans and Borr
Page 101 and 102: 24. Derivative Financial Instrument
Page 103 and 104: 25. Analysis of Net Debt Components
Page 105 and 106: 25. Analysis of Net Debt continued
Page 107 and 108: 27. Deferred Income Tax The deducti
Page 109 and 110: 28. Retirement Benefit Obligations
Page 111 and 112:
28. Retirement Benefit Obligations
Page 113 and 114:
29. Capital Grants 2009 2008 €m
Page 115 and 116:
30. Share Capital and Reserves cont
Page 117 and 118:
32. Acquisition of Subsidiaries and
Page 119 and 120:
33. Related Party Transactions The
Page 121 and 122:
Notes to the Company Balance Sheet
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7. Movement in Shareholders’ Fund
Page 125 and 126:
CREST Transfer of the Company’s s
Page 127 and 128:
John Parson President & Chief Opera
Page 129 and 130:
Incorporated and operating in % hel
Page 131 and 132:
Incorporated and operating in % hel
Page 133 and 134:
Principal Joint Venture Undertaking
Page 135 and 136:
Group Financial Summary (Figures pr
Page 137 and 138:
G Geographic leadership positions 2
Page 139 and 140:
Notes
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2009 Annual Report - CRH

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