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Wolseley plc

Annual Report and Accounts 2007


Note 27 Turn Page Note 29

Notes to the consolidated financial statements

Year ended 31 July 2007

28. Share capital

  Authorised Allotted and issued
  2007 2006 2007 2006
Number of ordinary 25 pence shares (million) 800 800 661 598
Nominal value of ordinary 25 pence shares ( £ million) 200 200 165 149

All the allotted and issued shares, including those held by Employee Benefit Trusts, are fully paid or credited as fully paid.

Allotment of shares From 1 August 2006 to 31 July 2007, new ordinary shares of 25 pence each in the Company have been issued as follows:

Allottees Number of shares Price per share (p) Proceeds to the Group
£m
Purpose of issue
Various 1,042,578 251 – 1,236 9 Exercise of savings-related share options
Various 2,926,430 349 – 1,185 18 Exercise of executive share options
Various 59,500,000 1,100 646 Share placing on 25 September 2006
  63,469,008   673  

Further details on the share placing on 25 September 2006 can be found in Performance review and in Report of the Directors in this Report.

Limits on grant of options The maximum number of shares over which options may be granted (but excluding any which lapse) under all share option schemes and the stock appreciation plan in any ten year period is 10% of the issued share capital from time to time. The number of shares over which options may be granted under all such schemes as at 31 July 2007 was 66,116,522 (2006: 59,769,622), of which 22,694,685 (2006: 20,632,264) have already been issued pursuant to options exercised in the ten year period ended on 31 July 2007.

The maximum number of shares over which options may be granted (but excluding any which lapse) under the rules of the executive share option schemes in any ten year period is 5% of the issued share capital from time to time. The number of shares over which options may be granted as at 31 July 2007 was 33,058,261 (2006: 29,884,811), of which 18,861,366 (2006: 6,181,529) have already been issued pursuant to options exercised on or before 31 July 2007.

Employee Benefit Trusts Three Employee Benefit Trusts have been established in connection with the Wolseley Share Option Plan 2003 and the Wolseley plc 2002 Long Term Incentive Scheme. During the year, one of these trusts purchased 2,188,522 ordinary shares of the Company, with a nominal value of £1 million, for a cash consideration of £27 million. The market value of the 6,200,000 shares held by the employee benefit trusts at 31 July 2007, which have a nominal value of £2 million, was £67 million (2006: £46 million) and none of them had been allocated to employees or Directors at that date. Dividends due on shares held by the Employee Benefit Trusts are waived in accordance with the provisions of the trust deeds.