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GKN plc Annual Report and Accounts for the year ended 31 December 2009
 
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Shareholder Information

Annual General Meeting

The Annual General Meeting on Thursday, 6 May 2010 will be held at the Cavendish Conference Centre, 22 Duchess Mews, London W1G 9DT, commencing at 2.00 pm. The notice of meeting, together with an explanation of the resolutions to be considered at the meeting, is contained within the AGM circular.

GKN website and share price information

Information on GKN, including this and prior years’ annual reports, half year reports, results announcements and presentations together with the GKN share price updated every 20 minutes, is available on GKN’s website at www.gkn.com. The latest GKN share price is also available within the UK from the Financial Times’ Cityline service by telephoning 09058 171690. Calls are charged at 75p per minute.

Shareholding enquiries and information

Administrative enquiries relating to shareholdings should be addressed to GKN’s registrar, Equiniti (see contact details). Correspondence should refer to GKN and include the shareholder’s full name, address and, if available, the 8 or 11 digit reference number which can be found on GKN share certificates.

By visiting Equiniti’s Shareview website at www.shareview.co.uk, shareholders can view information on their shareholdings and recent dividends, obtain guidance on transferring shares and receiving shareholder documents electronically, update their personal details (including changing address details) and set up a new dividend mandate or change their existing mandate. Shareholders wishing to register for Shareview will need their 8 or 11 digit reference number which can be found on GKN share certificates.

Share dealing service

A telephone dealing service has been arranged with Stocktrade which provides a simple way of buying or selling GKN shares. Full details can be obtained by telephoning 0845 601 0995 (+44 131 240 0414 from outside the UK) and quoting reference Low Co139.

Also, the Equiniti Group offers a telephone and Internet dealing service for UK residents to buy or sell GKN shares. Further details can be obtained from www.shareview.co.uk/dealing or by telephoning 0845 603 7037. Equiniti Financial Services Ltd is authorised and regulated by the UK Financial Services Authority. The registered details of the provider are available from the above number.

Please note that the value of shares can fall and you may get back less than you invest. If you are in any doubt about the suitability of an investment you should seek professional advice.

Dividend reinvestment plan (DRIP)

Under the DRIP, shareholders can use their cash dividends to buy additional shares in GKN. Shareholders who would like to receive details of the DRIP should contact the Share Dividend Team at Equiniti (see contact details) or visit the Shareview website (www.shareview.co.uk).

GKN single company ISA

Equiniti operates a single Company ISA in which GKN shares can be held in a tax efficient manner. Full details and an application form can be obtained by telephoning Equiniti’s ISA Helpline on 0845 300 0430 or by visiting the Shareview website (www.shareview.co.uk). Investors should note that the value of any tax benefit will vary according to individual circumstances and the tax rules relating to ISAs may change in the future. If you are in any doubt you should seek professional advice.

GKN American Depositary Receipts

GKN has a sponsored Level 1 American Depositary Receipt (ADR) programme for which The Bank of New York Mellon acts as Depositary. Each ADR represents one GKN ordinary share. The ADRs trade in the US over-the-counter (OTC) market under the symbol GKNLY. When dividends are paid to shareholders, the Depositary converts such dividends into US dollars, net of fees and expenses, and distributes the net amount to ADR holders. For enquiries, The Bank of New York Mellon can be contacted by telephone on +1-888-BNY-ADRS (toll-free for US residents) or +1-201-680-6825 (for international residents), via their website at www.adrbnymellon.com or by email enquiry to shrrelations@bnymellon.com.

Receipt of shareholder documents

To enable the Company to reduce costs and its impact on the environment, shareholder documents are only sent in hard copy to those shareholders who have made an election to receive documents in this form. Shareholders who have not elected to receive documents in hard copy will receive a letter at the time of their publication advising that they are available electronically (usually on GKN’s website). Alternatively, shareholders can elect to be notified of the publication of documents by email. Shareholders who wish to register for email notification can do so via the GKN or Shareview websites (see contact details).

Unsolicited mail

GKN is obliged by law to make its share register publicly available and as a consequence some shareholders may have received unsolicited mail. If you wish to limit the amount of such mail you should contact the Mailing Preference Service whose address is FREEPOST 29 LON20771, London W1E 0ZT. Alternatively they may be contacted by telephone on 020 7291 3310, via their website at www.mpsonline.org.uk or by email addressed to mps@dma.org.uk.

Shareholders are advised to be wary of any unsolicited advice, offers to buy shares at a discount or offers of free Company reports. These are typically from overseas based ‘brokers’ who target UK shareholders, offering to sell them what are often worthless or high risk shares in US or UK investments. These operations are commonly known as ‘boiler rooms’. If you receive any unsolicited investment advice:

  • make sure you obtain the correct name of the person and organisation;
  • check that they are properly authorised by the Financial Services Authority by consulting the FSA register of regulated firms at www.moneymadeclear.fsa.gov.uk. If you deal with an unauthorised firm you would not be eligible to receive payment under the Financial Services Compensation Scheme;
  • report any suspicions to the FSA by calling 0845 606 1234; and
  • if the calls persist, hang up.

Taxation

In July 2009, the Company completed a capital reorganisation and rights issue (further details can be found in the Directors' Report). A guide to the general tax position of shareholders in relation to the rights issue is given in the prospectus dated 18 June 2009 and is available on GKN’s website.

The adjusted 31 March 1982 base value of one GKN ordinary share held immediately before the capital reorganisation and rights issue was 45.501p. The adjusted base value immediately after the capital reorganisation and rights issue was 47.955p.

The market values of a GKN ordinary share and a Brambles Industries plc (Brambles) ordinary share on 7 August 2001 (the first day of trading in Brambles shares) to be used in the allocation of the base cost of GKN ordinary shares (acquired since March 1982) following the demerger of the industrial services businesses are: GKN ordinary shares — 282.5p (43.943224%) and Brambles ordinary shares — 360.375p (56.056776%).

Where shares are disposed of in the open market, a capital gain may result if the disposal proceeds exceed the sum of the base cost. The calculations required to compute chargeable gains may be complex and shareholders are advised to consult a financial adviser if they are in any doubt as to their personal tax position.

Shareholder analysis

Holdings of ordinary shares at 31 December 2009:

  Shareholders                Shares
  Number % Number
(million)
%
Holdings        
1–500 6,906 27.4 1.4 0.1
501–1,000 4,304 17.1 3.2 0.2
1,001–5,000 10,136 40.2 23.9 1.5
5,001–50,000 3,265 13.0 35.9 2.2
50,001–100,000 108 0.4 7.5 0.5
100,001–500,000 208 0.8 50.3 3.2
500,001–1,000,000 77 0.3 56.3 3.5
above 1,000,000 196 0.8 1,412.0 88.8
  25,200 100 1,590.5 100
Shareholder type        
Individuals 22,311 88.5 56.5 3.5
Institutions 2,573 10.2 1,475.3 92.8
Other corporates 316 1.3 58.7 3.7
  25,200 100 1,590.5 100

In addition, GKN held 38.2 million ordinary shares in treasury as at 31 December 2009.

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