Receipts and returns to shareholders
Dividend
No interim dividend was paid during the year. The Board has decided to recommend the payment of a final dividend of 5 pence per share.
Prior to this the Company last paid a dividend in July 2001.
Share issues, buy-backs and treasury shares
The authorised share capital of the Company is unchanged from the previous year. However, there has been an increase in the issued share capital. Details of the current authorised and issued share capital are set out in the sections headed ‘Shares and Shareholders’ and ‘Capital Structure and Shareholder Rights’ respectively.
Under UK legislation, the Board can be given authority to allot shares in the Company by the passing of an ordinary resolution at a general meeting of the Company. The Board currently has authority to allot shares in the Company up to an aggregate nominal value of £89 million by virtue of a resolution passed at the annual general meeting of the Company held on July 14, 2003. This authority expires on July 15, 2008 and shareholders will be asked to renew this authority at the 2008 annual general meeting.
Without prejudice to any special rights previously conferred on the holders of any shares or class of shares for the time being issued, any share in the Company may be issued with such preferred, deferred or other special rights, or subject to such restrictions, whether as regards dividend, return of capital, voting or otherwise, as the Company may from time to time by ordinary resolution determine (or, in the absence of any such determination, as the Board may determine) and, subject to the provisions of the Statutes, the Company may issue any shares which are, or at the option of the Company and/or the holder are, liable to be redeemed.
The Articles of Association of the Company can be altered by the passing of a special resolution by the shareholders at a general meeting of the Company.
Rules about the appointment and replacement of directors are set out in the Company’s Articles of Association. The directors’ powers are conferred on them by UK legislation and by the Company’s Articles of Association.
At the annual general meeting held in July 2007 authority was given to conduct share buy-backs up to approximately 10 per cent of the Company’s issued ordinary share capital, subject to certain limitations relating to the maximum and minimum prices that may be paid for any shares bought back. The authority gives the Company flexibility in managing its balance sheet. The authority will be exercised only if, in the opinion of the Board, this will result in an increase in earnings per share and would be in the best interests of shareholders generally. The Company did not conduct any share buy-backs in 2007/08. Shareholders will be asked to renew this authority at the 2008 annual general meeting.
The Articles of Association permit the Company to hold any shares which are bought back in treasury. However, the Company is not able to do this without first seeking the authority from shareholders to conduct share buy-backs. Treasury shares can be sold quickly (subject to insider dealing rules) and cost effectively, giving the Company additional flexibility in the management of its capital base. Whilst in treasury, the shares are treated as if cancelled so that no dividends are paid on them and they have no voting rights. No shares were held in Treasury during the year ended March 31, 2008.
Shares and shareholders
The number of ordinary shares issued and fully paid as at March 31, 2008 was 1,153,105,000 (March 31, 2007: 1,151,575,000). The increase over March 31, 2007 reflects the issue of new ordinary shares to satisfy the share options exercised during the year under the British Airways Share Option Plan 1999. See note 32 to the financial statements.