BOC Report and accounts 2005 - Alle jaarverslagen

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The BOC Group plc Annual report and accounts 2005 The Group’s objectives Over a sustained period, consistently to outperform our peers in terms of safety, customer service, revenue growth, earnings and cash generation. We will be the employer of choice for all existing and future employees. Who we are BOC employs over 30,000 people and earns a living in some 50 countries. Over 80 per cent of our revenue comes from industrial gases and we serve customers in fields as diverse as electronics, chemicals and medical.We are organised into three lines of business and a specialist logistics business, Gist. Report of the directors 02 Financial highlights 04 Chairman’s statement 06 Chief executive’s review 08 Board of directors 10 Executive management board 12 Group five year record 14 Group profile 22 Strategy 23 Employees 26 Social, environmental and ethical performance 36 Research, development and information technology 38 Risk factors 40 Operating review 55 Financial review 64 Corporate governance 72 Report on remuneration Financial statements 84 Responsibility of the directors 85 Report by the independent auditors 86 Group profit and loss account 87 Group balance sheet 88 Group cash flow statement 89 Total recognised gains and losses 89 Movement in shareholders’ funds 90 Balance sheet of The BOC Group plc 91 Accounting policies 93 Notes to the financial statements 138 Group undertakings Shareholder information 140 Dividends 140 Nature of trading market 141 Analysis of shareholdings 142 Taxation 144 Financial calendar 144 Key contacts information 146 Cross reference to Form 20-F 147 Glossary of terms 148 Index
01 The BOC Group plc is a public limited company listed on the London and New York Stock Exchanges and registered in England.This is the report and accounts for the year ended 30 September 2005. It complies with UK regulations and incorporates the annual report on Form 20-F for the Securities and Exchange Commission to meet US regulations.An annual review and summary financial statements for the year ended 30 September 2005 has been issued to all shareholders who have not elected to receive this report and accounts. Cautionary Statement Forward-looking information, within the meaning of section 27A of the US Securities Act of 1933, as amended, and section 21E of the US Securities Exchange Act of 1934, as amended, is given throughout this annual report and accounts including in the chairman’s statement, the chief executive’s review, the Group profile, strategy, research, development and information technology, the operating review and the financial review. Such forward-looking statements include, without limitation, those concerning the company’s operations, economic performance and financial condition, namely (i) the company’s strategies, (ii) the company’s research and development and information technology activities, (iii) the company’s investments, (iv) the commencement of operations of new plants and other facilities, (v) the company’s restructuring plans, (vi) efficiencies, including cost savings, for the company resulting from business reviews and reorganisations, (vii) management’s view of the general development of, and competition in, the economies and markets in which it does, or plans to do, business, (viii) management’s view of the competitiveness of its products and services, and (ix) the company’s liquidity, capital resources and capital expenditure.Although the company believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that will or may occur in the future.Accordingly, actual results could differ materially from those set out in the forward-looking statements, as a result of a variety of factors, including changes in economic conditions, changes in the level of capital investment by the semiconductor industry, success of business and operating initiatives and restructuring objectives, customers’ strategies and stability, changes in the regulatory environment, fluctuations in interest and exchange rates, the outcome of litigation, government actions and natural phenomena such as floods, earthquakes and hurricanes. Other unknown or unpredictable factors could cause the company’s actual results to differ materially from those in the forward-looking statements. Financial year Throughout the report and accounts, reference to ‘2005’ in the text means the financial year ended 30 September 2005. Similarly, references to other years, eg ‘2006’,‘2004’ and ‘2003’, also mean the financial years to 30 September unless stated otherwise.
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Page 5 and 6: Financial highlights 03 Dividends p
Page 7 and 8: Chairman’s statement 05 Conduct a
Page 9 and 10: Chief executive’s review 07 Indus
Page 11 and 12: Board of directors 09 08 09 10 11 1
Page 13 and 14: Executive management board 11 09 10
Page 15 and 16: Group five year record 13 Capital e
Page 17 and 18: Group profile 15 Analysis of result
Page 19 and 20: Group profile 17 Principal industri
Page 21 and 22: Group profile 19 In China, signific
Page 23 and 24: Group profile 21 Sales opportunitie
Page 25 and 26: Employees 23 At 30 September 2005 t
Page 27 and 28: Employees 25 Retirement benefit pla
Page 29 and 30: Social, environmental and ethical p
Page 39 and 40: Research, development and informati
Page 41 and 42: Risk factors 39 BOC relies on devel
Page 43 and 44: Operating review 41 Exceptional ite
Page 45 and 46: Operating review (comparing 2005 wi
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Operating review (comparing 2004 wi
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Operating review (comparing 2004 wi
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Financial review 55 Net debt/equity
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Financial review 57 The balance she
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Financial review 59 Manganese litig
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Financial review 61 Current asset p
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Financial review 63 Average exchang
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Corporate governance 65 During the
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Corporate governance 67 Performance
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Corporate governance 69 During the
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Corporate governance 71 There is a
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Report on remuneration 73 Variable
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Report on remuneration 75 Current m
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Report on remuneration 77 Individua
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Report on remuneration 79 Executive
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Report on remuneration 81 Opening m
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Report on remuneration 83 Mr Médor
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Report by the independent auditors
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Group balance sheet At 30 September
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Total recognised gains and losses Y
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Accounting policies 91 General •
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Notes to the financial statements 9
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Group undertakings 139 Principal Gr
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Shareholder information 141 The tab
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Shareholder information 143 Taxatio
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Shareholder information 145 Payment
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Glossary of terms 147 Terms used in
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©The BOC Group plc 2005. Designed
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