233 Vodafone Group Plc Annual Report 2024 233 Vodafone Group Plc Annual Report 2024
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Included in amounts falling due after more than one year are bonds of €37,655 million (2023: €37,719 million) which are due in more than five years from 31 March 2024 and are payable otherwise than by instalments. Interest payable on these bonds ranges from 0.375% to 8.0% (2023: 0.375% to 7.875%). 6. Called up share capital Accounting policies Equity instruments issued by the Company are recorded at the amount of the proceeds received, net of direct issuance costs. 2024 2023 Number €m Number €m Ordinary shares of 20 20 ⁄ 21 US cents each allotted, issued and fully paid: 1,2 1 April 28,818,256,058 4,797 28,817,627,868 4,797 Allotted during the year 427,750 – 628,190 – 31 March 28,818,683,808 4,797 28,818,256,058 4,797 Notes: 1 At 31 March 2024, there were 50,000 (2023: 50,000) 7% cumulative fixed rate shares of £1 each in issue. 2 At 31 March 2024, the Group held 1,738,561,954 (2023: 1,825,691,429) treasury shares with a nominal value of €289 million (2023: €304 million). The market value of shares held was €1,434 million (2023: €1,855 million). During the year, 87,129,475 (2023: 85,844,124) treasury shares were reissued under Group share schemes and no (2023: 1,463,959,031) shares were repurchased under the 2022 scheme which completed on 15 March 2023. On 15 March 2024, the Group announced that the Board has approved the capital return through share buybacks of up to €2 billion of proceeds from the sale of Vodafone Spain. This is expected to commence following the completion of the sale of Vodafone Spain. 7. Share-based payments Accounting policies The Group operates a number of equity-settled share-based payment plans for the employees of subsidiaries using the Company’s equity instruments. The fair value of the compensation given in respect of these share-based payment plans is recognised as a capital contribution to the Company’s subsidiaries over the vesting period. The capital contribution is reduced by any payments received from subsidiaries in respect of these share-based payments. The Company currently uses a number of equity-settled share plans to grant options and shares to the Directors and employees of its subsidiaries. At 31 March 2024 the Company had 70 million ordinary share options outstanding (2023: 62 million). The Company has made capital contributions to its subsidiaries in relation to share-based payments. At 31 March 2024, the cumulative capital contribution net of payments received from subsidiaries was €304 million (2023: €261 million). During the year ended 31 March 2024, the total capital contribution arising from share-based payments was €115 million (2023: €135 million), with payments of €72 million (2023: €113 million) received from subsidiaries. Full details of share-based payments, share option schemes and share plans are disclosed in note 26 ‘Share-based payments’ to the consolidated financial statements. 8. Reserves The Board is responsible for the Group’s capital management including the approval of dividends. This includes an assessment of both the level of reserves legally available for distribution and consideration as to whether the Company would be solvent and retain sufficient liquidity following any proposed distribution. As Vodafone Group Plc is a Group holding company with no direct operations, its ability to make shareholder distributions is dependent on its ability to receive funds for such purposes from its subsidiaries in a manner which creates profits available for distribution for the Company. The major factors that impact the ability of the Company to access profits held in subsidiary companies at an appropriate level to fulfil its needs for distributable reserves on an ongoing basis include: − the absolute size of the profit pools either currently available for distribution or capable of realisation into distributable reserves in the relevant entities; − the location of these entities in the Group’s corporate structure; − profit and cash flow generation in those entities; and − the risk of adverse changes in business valuations giving rise to investment impairment charges, reducing profits available for distribution. The Group’s consolidated reserves set out on page 137 do not reflect the profits available for distribution in the Group.
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