Item Page
1 Identity of Directors, Senior Management and Advisers
Not applicable. –
2 Offer Statistic and Expected Timetable
Not applicable. –
3 Key Information
Five Year Financial Summary
(Unaudited) 122-125 Five Year Financial Summary
(Continuing Operations Only)
(Unaudited) 126-127 Governance and Risk
– Risk Factors 32-33
4 Information on the Company
Shareholder Information – Headquarters and
Registered Office Address 129 – Agent for Service of Process
in the US 129 Additional Shareholder Information
– Certain Forward-looking
Statements 130 – This Report and Accounts
Incorporates US Form 20-F 130 – History and Development
of the Company 130 – Organisational Structure 131 Operating and Financial Review
– Capital Expenditure and Investment – Continuing
Operations 43-44 – Capital Expenditure and
Investment – Consolidated Results 47 – Storage 41 – Transco 46-47 Business Review 6-11 Country Reviews 12-26 Corporate Responsibility – Environment 36 Supplementary Information
– Gas and Oil (Unaudited) 117-121 Historical Production 128 Notes to the Accounts
– Note 11 (Tangible Fixed Assets) 94-95
5 Operating and Financial Review and Prospects
Additional Shareholder Information – Certain Forward-looking
Statements 130 Operating and Financial Review 38-51 Business Review
– Capital Investment 11 Directors’ Report
– Going Concern 58 Notes to the Accounts
– Notes 17 (Borrowings) to 19 (Currency Analysis of BG’s Net Assets) 98-100 – Note 25 (Commitments and Contingencies) 104-105 Item Page
6 Directors, Senior Management and Employees
Board of Directors 52-53 Group Executive Committee 54-55 Directors’ Report
– Directors and Officers 57 – Employees 58 – Statement of Directors’
Responsibilities for Preparing the Financial Statements 58-59 Governance and Risk 27-33 Remuneration Report 60-69 Notes to the Accounts
– Note 4 (Directors and
Employees) 87-90
7 Major Shareholders and Related Party Transactions
Shareholder Information
– Analyses of Registered Holdings as at 31 December 2002 129 Additional Shareholder Information
– Major Shareholders 132 Directors’ Report
– Substantial Shareholders 57 Operating and Financial Review
– Related Party Transactions 51 Notes to the Accounts
– Note 26 (Related
Party Transactions) 106
8 Financial Information
Independent Auditors’ Report to the Members of BG Group plc 70 Principal Accounting Policies 71-73 Financial Statements 74-80 Notes to the Accounts 81-116 Operating and Financial Review
– Operating Results – Continuing Operations Excluding
Exceptional Items 38 – Litigation 49 – Dividend 46 Notes to the Accounts
– Note 25 (Commitments and Contingencies –
Legal Proceedings) 104-105 Five Year Financial Summary
(unaudited) – Annual Dividends 125
9 The Offer and Listing
Additional Shareholder Information – Listing and Price History 131
10 Additional Information
Additional Shareholder Information – Memorandum and Articles
of Association 132-134 – Material Contracts 134 – Exchange Controls 134 – Taxation 134-136 – Documents on Display 136 Directors’ Report
– Annual General Meeting 58
Item Page
11 Quantitative and Qualitative disclosures about Market Risk
Operating and Financial Review
– Treasury Policy 47-48 – Commodity Risk 48-49 Principal Accounting Policies
– Financial Instruments 73 Notes to the Accounts
– Note 20
(Financial Instruments) 100-101
12 Description of Securities other than Equity Securities
Not applicable. –
13 Defaults, Dividends Arrearages and Delinquencies
None. –
14 Material Modification to the Rights of Security Holders and Use of Proceeds
None. –
15 Controls and Procedures – Governance and Risk –
– Statement on Disclosure
Controls and Procedures 29-30
16 Reserved –
17 Financial statements
Not applicable. –
18 Financial statements
Independent Auditors’ Report to the Members of BG Group plc 70 Principal Accounting Policies 71-73 Financial Statements 74-80 Notes to the Accounts 81-116
Item Page
Accounting policies 71-73 American Depositary Shares 46, 112, 124, 131 Annual General Meeting 4, 58 Assets 77, 84 Gross 84, 124 Net 84, 123, 126 Associated undertakings 95-96, 116 Auditors’ remuneration 86 Auditors’ Report 70 Balance sheets 77 Five Year Financial Summary 123, 126 Basis of consolidation 71 Basis of preparation 71 BG Foundation 37 Borrowings 45, 47, 77, 79-80, 98-101, 124 Business Review 6-11 Capital and reserves 77, 103-104, 123 Capital investment/
expenditure 43-44, 47, 79, 84-85, 94, 111 Capital gains tax information 135-136 Cash flow 44, 47, 79, 110-111 Five Year Financial Summary 123, 127 Certain forward-looking statements 130 Chairman’s and Chief
Executive’s Statement 2-4 Changes in financing during the year 80 Charitable donations 58 Commitments and contingencies 49, 104-105 Committees 28-29 Community 37, 58 Competition 33 Corporate governance 27 Corporate Responsibility 34-37 Country Reviews 12-26 Creditors 77, 101, 123, 126 Cross-Reference to Form 20-F 137 Debt/equity ratio 124 Debtors 77, 97 Decommissioning 50, 72, 101-102 Deferred taxation 72, 91-92, 101-102 Definitions 140 Demerger 46, 81, 90, 130 Depreciation and amortisation 50, 71, 84-86, 94-95 Derivatives 48, 50, 73, 100 Directors 52-53 Item Page Directors’ Report 57-59 Discontinued operations 38, 46-47, 71 Disposals 42, 90 Dividends 46, 57, 74-75, 92, 125 Earnings/(loss) per ordinary share 43, 47, 74-75, 93-94, 122, 124, 126 EBITDA 93, 114 Employees 58, 87-90, 124 Euro 51 Exceptional items 42, 74-75, 90, 122, 126 Exchange rate information 125 Executive officers 57-58, 87-90 Exploration and Production
(E&P) 6-8, 38-40, 57, 81-84, 117-121, 128 Exploration expenditure 43, 49, 72, 85-86, 94 External appointments 69 Financial Calendar 4 Financial instruments 48, 73, 100-101 Financial highlights 3 Financial Reporting Standards 81 Five Year Financial Summary 122-127 Fixed assets 71-72, 77, 123, 126 Intangible 77, 94 Tangible 77, 94-95 Foreign currencies 48, 72, 99-100 Gearing 11, 44-45, 124 Glossary of terms 139 Going concern 58 Goodwill 71, 94 Governance and Risk 27-33 Group Executive Committee 54-55 Guarantees 105 Health, Safety, Security
and Environment 35-36 Impairment 50, 72, 90 Interest 42-43, 47, 74-75, 91, 99, 122, 126 Internal control 29 Investments 77 Current asset 77, 97-98 Fixed asset 77, 95-96 Joint ventures 95-96, 116 Lattice 46-47, 81 Leases 73, 85-86, 104 Liquefied Natural Gas
(LNG) 6, 8-9, 38, 40, 57, 81-84 Litigation 49, 105
Item Page
Long-term gas contracts 101-102 Movement in BG shareholders’ funds 78 Operating and Financial Review 38-51 Operating costs 74-75, 85-86, 122, 126 Operating profit/(loss) 38, 74-75, 82, 122, 126 Other activities 41-42, 47, 81-84 Pensions and post-retirement
benefits 73, 102, 106-110 Petroleum revenue tax 72, 91-92, 101-102 Power Generation
(Power) 6, 10, 38, 41, 57, 81-84 Principal Accounting Policies 71-73 Principal activities 57 Profit and loss account 74-75 Five Year Financial Summary 122, 126 Provisions for liabilities
and charges 77, 101-103, 123, 126 Reconciliation of net borrowings 79 Related party transactions 51, 106 Remuneration Report 60-69 Research and development 51, 73, 85-86 Reserves 77, 103-104, 123 Return on average capital
employed 44, 124 Risk factors 32-33 Segmental analysis 81-85 Share capital 57, 77, 80, 103 Shareholder Information 129-136 Shareholders’ funds 77-78, 123, 124 Statement of Business Principles 34 Statement of total recognised gains
and losses 76 Stocks 72, 77, 97 Storage 11, 38, 41, 42, 81-84, 90 Subsidiary undertakings 96, 116 Substantial shareholdings 57 Supplementary Information
– Gas and Oil 117-121 Suppliers 58 Taxation 43, 47, 72, 74-75, 79, 91-92, 97, 101-103, 114, 121, 122, 126 Transco 46-47 Transmission and Distribution
(T&D) 6, 9-10, 38, 40-41, 57, 81-84 Treasury policy 47-49 US GAAP 50, 51, 112-115, 124
glossary
Term used in US equivalent or Annual Report brief description
Accounts Financial statements Acquisition accounting Purchase accounting Advance corporation tax No direct US equivalent –
tax paid on company distribution recoverable from UK taxes due on income Allotted Issued
Associated undertaking 20-50% owned investee Called-up share capital Common stock, issued
and fully paid
Capital allowances Tax term equivalent to US tax depreciation allowances Class of business Industry segment Closing rate method Current rate method CO2e Carbon Dioxide Equivalent
(carbon dioxide and methane aggregated in proportion to greenhouse warming potential Methane = x21 CO2)
Consolidated accounts Consolidated financial statements Creditors Accounts payable/payables Creditors: amounts falling due Long-term accounts after more than one year payable/payables Creditors: amounts falling due Current accounts within one year payable/payables
Debtors Accounts receivable/receivables Finance lease Capital lease
Financial year Fiscal year
Freehold Ownership with absolute rights in perpetuity
Term used in US equivalent or Annual Report continued brief description continued
Freehold land Land owned Gearing Leverage Interest receivable Interest income Interest payable Interest expense Loan capital Debt
Net asset value Book value Nominal value Par value Pension scheme Pension plan Profit Income (or earnings) Profit and loss account reserve Retained earnings Profit and loss account Income statement Profit attributable to Net income ordinary shareholders
Reconciliation of movements Statement of changes in in shareholders’ funds stockholders’ equity Reserves Stockholders’ equity other
than capital stock
Share capital Capital stock or common stock Share premium account Additional paid-in capital Share scheme Share plan
Shares in issue Shares outstanding Shareholders’ funds Stockholders’ equity Stocks Inventories
Tangible fixed assets Property, plant and equipment Turnover Revenues (or sales)
For the purpose of this document the following definitions apply: ‘€’ Euros
‘$’ US dollars ‘£’ UK pounds Sterling
‘API’ American Petroleum Institute ‘bcf’ Billion cubic feet
‘bcm’ Billion cubic metres
‘bcma’ Billion cubic metres per annum ‘BG’ The Company or the Group or any of its
subsidiary undertakings, joint ventures or associated undertakings
‘BG Energy Holdings
Limited’ or ‘BGEH’ BG Energy Holdings Limited, a subsidiary of the Company
‘BG Energy Holdings’ BG Energy Holdings Limited and its subsidiary undertakings consolidated with its share of joint ventures and associated undertakings
‘BG Transco Holdings’ Transco Holdings plc (formerly named BG Transco Holdings plc) and its subsidiary undertakings consolidated with its share of joint ventures and associated undertakings
‘billion’ or ‘bn’ One thousand million ‘boe’ Barrels of oil equivalent ‘boed’ Barrels of oil equivalent per day ‘bopd’ Barrels of oil per day
‘CCGT’ Combined Cycle Gas Turbine ‘Combined Code’ The Combined Code on Corporate
Governance appended to the Listing Rules of the UK Listing Authority
‘Company’ BG Group plc
‘DCQ’ Daily Contract Quantity
‘demerger’ The demerger of certain businesses (principally Transco) by BG to Lattice Group plc, which became effective on 23 October 2000
‘DTI’ Department of Trade and Industry ‘EPC’ Engineer Procure Construct
‘FEED’ Front End Engineering Design ‘Group’ The Company and its subsidiary
undertakings ‘GW’ Gigawatt ‘km’ Kilometres
‘Lattice’ or ‘Lattice Group’ Lattice Group plc or any of its subsidiary undertakings, joint ventures or associated undertakings
‘Lattice Group plc’ Lattice Group plc, the ultimate parent company of Lattice
‘mmbbl’ Million barrels
‘mmboe’ Million barrels of oil equivalent ‘mmcm’ Million cubic metres
‘mmcmd’ Million cubic metres per day ‘mmscf’ Million standard cubic feet ‘mmscfd’ Million standard cubic feet per day ‘mmscm’ Million standard cubic metres ‘mmscmd’ Million standard cubic metres per day ‘mtpa’ Million tonnes per annum
‘MW’ Megawatt
‘Ofgem’ The Office of Gas and Electricity Markets ‘PSA’ Production Sharing Agreement ‘PSC’ Production Sharing Contract ‘ROACE’ Return on Average Capital Employed ‘sq km’ Square kilometres
‘tcf’ Trillion cubic feet
‘Transco’ The gas transportation business carried out by Transco plc
‘Transco Holdings plc’ Transco Holdings plc (formerly known as BG Transco Holdings plc), which became part of Lattice on demerger
‘Transco plc’ Transco plc (formerly known as BG Transco plc and before that as BG plc), a subsidiary of Transco Holdings plc and which became part of Lattice on demerger
‘UKCS’ United Kingdom Continental Shelf
BG Group plc
100 Thames Valley Park Drive Reading, Berkshire RG6 1PT www.bg-group.com