So far as the Company is aware, it is neither directly nor indirectly owned by or controlled by one or more corporations or by any government.
As at 8 April 2008 the interests in the issued shares set out in the Substantial shareholdings table had been notified to the Company in accordance with sections 791 to 828 of the Companies Act 2006 (“2006 Act”) (including interests represented by the ADSs) and with the provisions of the Disclosure and Transparency Rules (“DTR 5”) that were brought into effect on 20 January 2007. Under the 2006 Act shareholders were obliged to notify the Company of their interests in such shares if they held 3.0% or more beneficially or 10.0% or more in the case of certain shareholders, such as investment managers. Under DTR 5 notification is based on direct or indirect control of voting rights attached to shares rather than the ‘interests in shares’ test set out in section 791. The disclosure threshold for a UK incorporated company remains the same at 3.0%, and then at each 1.0% change thereafter.
The Company’s major shareholders as listed in the Substantial shareholdings table do not have different voting rights per share than other holders of the Company’s shares.
The following shareholders had significant changes in their percentage ownership of the Company’s issued share capital since 31 January 2005. This is based on disclosure made in the accounts for each of the three years since 31 January 2005 and notification received by the Company.
| Number of shares |
Percentage of issued shares at date of notification |
|
|---|---|---|
| Harris Associates L.P. | 304,120,059 | 17.83 |
| The Capital Group Companies, Inc.(1) | 164,074,935 | 9.62 |
| Sprucegrove Investment Management Ltd | 113,896,205 | 6.68 |
| Artisan Partners Limited Partnership | 90,107,086 | 5.28 |
| BriTel Fund Trustees Ltd | 85,667,185 | 5.02 |
| Legal & General Investment Management Limited | 81,535,937 | 4.78 |
| Sanderson Asset Management Ltd | 71,694,426 | 4.20 |
| First Pacific Advisors LLC | 70,896,000 | 4.16 |
(1)Includes interest of Capital International Limited in 110,536,439 of such shares, notified on their behalf by the Capital Group Companies, Inc.
At 8 April 2008, the total amount of the Company’s voting securities owned by directors of the Company as a group was 1,771,323 all of which securities were shares.
The Company does not know of any arrangement the operation of which might result in a change of control of the Company.