B shares - historical information

Historical information

If you became a shareholder in the Company after 5 March 2008, you will have never held any B Shares and this information will not apply to your shareholding.

Up until July 2008, the Company generally issued B Shares to its ordinary shareholders twice a year in lieu of a cash dividend.

B Shares were redeemable convertible preference shares of 0.1p each in the capital of Rolls-Royce Group plc (the Company). This was in lieu of a cash dividend.  Shareholders could opt for one of the following:

• redeem all B shares for cash;
• convert B shares directly into ordinary shares;
• keep the B Shares.

However, following approval of C Shares at the 2008 annual general meeting of shareholders, the Company no longer issues B shares.

Tax implications

A detailed guide to the general tax position of UK Shareholders can be downloaded below.

In summary:

• The issue of B shares should not give rise to a charge to UK Income Tax or Capital Gains Tax.
• The redemption of B shares for cash may, depending on your circumstances, give rise to a Capital Gains Tax charge. Many individual shareholders, however, will find that no tax is payable because the chargeable gain on the redemption of the B shares for cash (together with any other chargeable gains for the tax year in question) is less than the annual exempt allowance (£9,200 for 2007/08 and £9,600 for 2008/09).
• The conversion of B shares into ordinary shares should not give rise to a charge to UK Income Tax or Capital Gains Tax.
• If you later dispose of the ordinary shares into which the B shares have been converted, a Capital Gains Tax charge may arise depending on your circumstances.