UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer
Pursuant to Rules 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
Dated August 14, 2013
Commission File Number: 001-10086
VODAFONE GROUP
PUBLIC LIMITED COMPANY
(Translation of registrants name into English)
VODAFONE HOUSE, THE CONNECTION, NEWBURY, BERKSHIRE, RG14 2FN, ENGLAND
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F__ü___ |
Form 40-F_____ |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): _____
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes______ |
No__ü___ |
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-____.
This Report on Form 6-K contains the following:-
1. A news release dated 5 July 2013 entitled VODAFONE TO EXPAND ITS ENTERPRISE OFFERING IN AFRICA AS REVENUES EXCEED ONE BILLION EUROS
2. Stock Exchange Announcement dated 1 July 2013 entitled Notification of Transactions of Directors, Persons Discharging Managerial Responsibility or Connected Persons
3. Stock Exchange Announcement dated 2 July 2013 entitled Holding(s) in Company
4. Stock Exchange Announcement dated 11 July 2013 entitled Notification of Transactions of Directors, Persons Discharging Managerial Responsibility or Connected Persons
5. Stock Exchange Announcement dated 18 July 2013 entitled Holding(s) in Company
6. Stock Exchange Announcement dated 23 July 2013 entitled Result of AGM
7. Stock Exchange Announcement dated 31 July 2013 entitled Transaction in Own Securities Voting Rights and Capital
5 July 2013
VODAFONE TO EXPAND ITS ENTERPRISE OFFERING IN AFRICA AS REVENUES EXCEED ONE BILLION EUROS
Vodafone today announced the expansion in Africa of Vodafone Global Enterprise (VGE), the business unit providing communications services for Vodafones 1,700 largest multinational customers throughout Africa, Asia-Pacific, Europe and the Americas.
Vodafone is experiencing strong growth in revenues from enterprise in Africa which exceeded one billion Euros during the financial year ending March 2013.
VGE has an industry-leading track record in designing and implementing sophisticated global mobile and fixed-line communications products and services for some of the worlds leading companies. The Group is establishing two new regional hubs in Nairobi and Accra in order to enhance significantly the level of support for more than 600 VGE multinational customers with operations in Africa.
The new hubs will meet the needs of multinational customers in east and west Africa, complementing the enterprise customer service operations of Vodafone Egypt in Cairo and Vodacom in Johannesburg which already provide 24/7 services in 13 languages to hundreds of the Groups enterprise customers. In addition, Vodafones extensive network of partner market operations enables the group to provide services to businesses in more than 50 African countries.
Vodafone Global Enterprise President of Asia-Pacific and Sub-Saharan Africa, Stevan Hoyle said: Many global companies expanding their presence in Africa are daunted by the challenge of setting up operations in different countries, each with their own infrastructure and communications challenges. Companies are looking for expert help in minimising the cost and complexity of their communications across Africa and beyond.
There is growing interest in our ability to offer a single management contract governing multiple territories, taking away much of the worry for large corporate customers looking to manage their communications in a fast-growing but demanding environment.
- ends -
For further information:
Vodafone Group
Media Relations
Tel: +44 (0) 1635 664444
Notes to editor:
About Vodafone
Vodafone is one of the worlds largest mobile communications companies by revenue with approximately 404 million customers in its controlled and jointly controlled markets as of 31 March 2013. Vodafone currently has equity interests in over 30 countries across five continents and more than 50 partner networks worldwide. For more information, please visit: www.vodafone.com
About Vodafone Global Enterprise
Vodafone Global Enterprise provides managed communications services to many of the worlds leading global companies. It supports communications wherever its customers are present: Europe, the Middle East, Africa, Asia Pacific and the United States. Please visit: www.enterprise.vodafone.com
1 July 2013
RNS: 3369I
Vodafone Group Plc (the Company)
In accordance with Disclosure and Transparency Rule 3.1.4R(1), the Company gives notice of the following changes in share interests of directors, persons discharging managerial responsibilities (PDMRs) of the Company and their connected persons:
|
Number of ordinary shares of US$0.113/7 | ||
|
in the capital of Vodafone Group Plc | ||
|
A |
B |
C |
|
Vesting of long |
No. of vested |
No. of shares |
Vittorio Colao* |
4,027,463 |
1,892,936 |
2,134,527 |
Andrew Halford* |
2,340,645 |
1,100,131 |
1,240,514 |
Stephen Pusey* |
1,288,281 |
605,520 |
682,761 |
Paolo Bertoluzzo |
1,067,016 |
471,458 |
595,558 |
Warren Finegold |
1,290,294 |
606,466 |
683,828 |
Matthew Kirk |
613,372 |
288,312 |
325,060 |
Morten Lundal |
975,734 |
458,623 |
517,111 |
Rosemary Martin |
654,223 |
307,513 |
346,710 |
Nick Read |
899,666 |
422,871 |
476,795 |
Ronald Schellekens |
844,931 |
397,145 |
447,786 |
|
Vesting of long term incentive awards(2) |
No. of vested shares sold (3) |
No. of shares transferred (4) |
Nick Jeffery |
456,993 |
215,915 |
241,078 |
(1) These share awards which were granted on 28 June 2010 have vested following assessment of the performance and employment conditions to which the awards were subject. The awards were granted in accordance with the rules of the Vodafone Global Incentive Plan. Based on the adjusted free cash flow for the three year period ended on 31 March 2013 and a multiplier based on Total Shareholder Return (TSR) relative to a peer group for the same period, 56.9% of the shares comprised in the awards have vested.
(2) These share awards which were granted on 28 June 2010 have vested. The awards were granted in accordance with the rules of the Vodafone Global Incentive Plan. 50% of the awards were based on continued employment over the vesting period and vested entirely. The remaining 50% of the awards were based on the adjusted free cash flow for the three year period ended on 31 March 2013 and following assessment of the performance and employment conditions, 56.9% of the shares comprised in this award vested.
(3) The figures in column B are the number of shares of those listed in column A that the Company has been advised by UBS Corporate Employee Financial Services International (UBS CEFS) were sold on
behalf of the PDMRs on 28 June 2013, inter alia, to satisfy the tax liabilities arising on the vesting of the awards. These share sales were made at 188.0334 pence per share.
(4) The figures in column C are the number of shares that the Company has been advised by UBS CEFS were on 28 June 2013 transferred to the PDMRs in satisfaction of the vesting of the awards disclosed in column A, after deduction of shares sold as disclosed in column B.
* Denotes Director of the Company
As a result of the above, the interests in shares (excluding share options and unvested incentive shares) of the following Directors are as follows:
Vittorio Colao |
8,947,810 |
Andrew Halford |
3,415,336 |
Stephen Pusey |
1,814,780 |
In addition, the Company has been advised by UBS CEFS that on 28 June 2013, Francesca Fiore, a connected person of Paolo Bertoluzzo, acquired 117,267 shares, following the vesting of share awards. 51,840 shares were sold on 28 June 2013 at 187.5606 pence per share to satisfy the tax liabilities arising on the vesting of the awards.
The Company was notified of these changes on 28 June 2013.
2 July 2013
RNS: 4347I
Vodafone Group Plc
02 July 2013
The Company has received a notification from The Capital Group Companies, Inc advising that certain of its Group Companies now hold voting rights in the Company (representing 3.053% of the voting rights of the Company). The threshold that was crossed or reached as a result of the transaction was 3%. The disclosure of their interest in accordance with DTR5 is below.
This notice is given in fulfilment of Vodafone Group Plcs obligation under DTR 5.8.12.
TR-1(i): NOTIFICATION OF MAJOR INTERESTS IN SHARES
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached(ii): Vodafone Group Plc
2. Reason for the notification: An acquisition or disposal of voting rights
3. Full name of person(s) subject to the notification obligation (iii): The Capital Group Companies, Inc.
4. Full name of shareholder(s) (if different from 3.)(iv):
· Capital Guardian Trust Company
· Capital International Limited
· Capital International SArl
· Capital Research and Management Company
5. Date of the transaction and date on which the threshold is crossed or reached (v): 28 June 2013
6. Date on which issuer notified: 01 July 2013
7. Threshold(s) that is/are crossed or reached (vi)(vii): 3%
8. Notified details:
A. Voting rights attached to shares (viii)(ix)(x)(xi):
Indirect (xii) |
Number of voting |
% of voting |
|
|
|
Ordinary (GB00B16GWD56) |
1,370,547,139 |
2.833% |
|
|
|
ADRs (US92857W2098) |
106,498,640 |
0.220% |
B. Qualifying Financial Instruments (xiii)(xiv)
N/A
C. Financial Instruments with similar economic effect to Qualifying Financial Instruments (xv)(xvi)(xvii)(xviii)(xix)(xx)
N/A
Total (A+B+C) |
|
|
|
|
|
|
|
Total number/percentage of voting rights |
1,477,045,779 |
3.053% |
|
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable (xxi):
|
Number of |
Percent of |
|
|
|
Capital Research and Management Company (CRMC) holdings |
1,477,045,779 |
3.053% |
|
|
|
Holdings by CRMC: |
|
|
|
|
|
Capital Guardian Trust Company |
2,817,998 |
0.006% |
Capital International Limited |
981,500 |
0.002% |
|
|
|
Capital International SArl |
1,087,336 |
0.002% |
|
|
|
Capital Research and Management Company |
1,472,158,945 |
3.043% |
Proxy Voting:
10. Name of the Proxy holder:
11. Number of voting rights proxy holder will cease to hold:
12. Date on which the proxy holder will cease to hold voting rights:
13. Additional information:
14. Contact name:
15. Contact telephone number:
11 July 2013
RNS: 1507J
NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS
Vodafone Group Plc (the Company)
In accordance with Disclosure and Transparency Rule 3.1.4R(1), the Company gives notice that it was advised on 11 July 2013 by Computershare Trustees Limited that on 10 July 2013 the following director and persons discharging managerial responsibility acquired an interest in the following number of ordinary shares of US$0.113/7 each in the Company at the price of 192.3p per share pursuant to the rules of the Vodafone Share Incentive Plan:
Andrew Halford* |
130 |
Nick Jeffery |
130 |
Matthew Kirk |
130 |
Ronald Schellekens |
130 |
* Denotes Director of the Company
18 July 2013
RNS: 6477J
Vodafone Group Plc
18 July 2013
The Company has received a notification from Legal & General Group Plc advising that the voting rights in the Company held by certain of its Group Companies now represent less than 3% of the voting rights of the Company. The threshold that was crossed or reached as a result of the transaction was 3%. The disclosure of their interest in accordance with DTR5 is below.
This notice is given in fulfilment of Vodafone Group Plcs obligation under DTR 5.8.12.
TR-1(i): NOTIFICATION OF MAJOR INTERESTS IN SHARES
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached(ii): Vodafone Group Plc
2. Reason for the notification: An acquisition or disposal of voting rights
3. Full name of person(s) subject to the notification obligation (iii): Legal & General Group Plc (L&G)
4. Full name of shareholder(s) (if different from 3.)(iv): N/A
5. Date of the transaction and date on which the threshold is crossed or reached (v): 16 July 2013
6. Date on which issuer notified: 17 July 2013
7. Threshold(s) that is/are crossed or reached (vi)(vii): L&G (Below 3%)
8. Notified details:
A. Voting rights attached to shares (viii)(ix)(x)(xi)(xii):
|
|
Number of shares
previous to
triggering
transaction |
|
% of voting
rights after
triggering
transaction |
|
|
|
|
|
Ordinary USD0.11428571/ADR |
|
2,109,562,041
(As on 14/07/2010) |
|
Below 3% |
B. Qualifying Financial Instruments (xiii)(xiv)
N/A
C. Financial Instruments with similar economic effect to Qualifying Financial Instruments (xv)(xvi)(xvii)(xviii)(xix)(xx)
N/A
Total (A+B+C)
Total number/percentage of voting rights Below 3%
9. Chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held, if applicable (xxi):
Legal & General Group Plc (Direct and Indirect) (Group)
Legal & General Investment Management (Holdings) Limited (LGIMH) (Direct and Indirect)
Legal & General Investment Management Limited (Indirect) (LGIM)
Legal & General Group Plc (Direct) (L&G) (Below 3% = LGAS, LGPL & PMC)
Legal & General Investment Management (Holdings) Limited (Direct) (LGIMHD) |
|
Legal & General Insurance Holdings Limited (Direct) (LGIH) |
|
|
|
Legal & General Assurance (Pensions Management) Limited (PMC) |
|
Legal & General Assurance Society Limited (LGAS & LGPL) |
|
|
|
|
|
Legal & General Pensions Limited (Direct) (LGPL) |
Proxy Voting:
10. Name of the Proxy holder: N/A
11. Number of voting rights proxy holder will cease to hold: N/A
12. Date on which the proxy holder will cease to hold voting rights: N/A
13. Additional information: Notification using the total voting rights figure of 48,374,030,751
14. Contact name: Angela Hayter (LGIM)
15. Contact telephone number: 020 3124 3851
23 July 2013
RNS: 9757J
RESULT OF ANNUAL GENERAL MEETING
The Annual General Meeting of Vodafone Group Plc was held at the Grange Tower Bridge Hotel, 45 Prescot Street, London E1 8GP on Tuesday 23 July 2013.
The results of polls on all 23 resolutions were as follows:
|
|
Resolution |
|
Total votes validly |
|
Percentage of |
|
For |
|
Against |
|
Votes withheld |
|
|
|
|
|
|
|
|
|
|
|
|
|
1. |
|
To receive the Companys accounts and reports of the directors and the auditor for the year ended 31 March 2013 |
|
32,313,101,958 |
|
66.69% |
|
32,256,574,883 |
|
56,527,075 |
|
73,894,340 |
2. |
|
To re-elect Gerard Kleisterlee as a director |
|
32,305,796,473 |
|
66.68% |
|
31,682,767,118 |
|
623,029,355 |
|
81,379,692 |
3. |
|
To re-elect Vittorio Colao as a director |
|
32,305,324,911 |
|
66.68% |
|
32,113,807,449 |
|
191,517,462 |
|
81,862,181 |
4. |
|
To re-elect Andy Halford as a director |
|
32,305,373,726 |
|
66.68% |
|
32,048,022,541 |
|
257,351,185 |
|
81,840,185 |
5. |
|
To re-elect Stephen Pusey as a director |
|
32,305,199,849 |
|
66.68% |
|
32,062,628,108 |
|
242,571,741 |
|
81,980,762 |
6. |
|
To re-elect Renee James as a director |
|
32,305,677,549 |
|
66.68% |
|
32,042,579,875 |
|
263,097,674 |
|
81,487,406 |
7. |
|
To re-elect Alan Jebson as a director |
|
32,304,834,108 |
|
66.68% |
|
32,106,766,887 |
|
198,067,221 |
|
82,354,526 |
8. |
|
To re-elect Samuel Jonah as a director |
|
31,951,686,525 |
|
65.95% |
|
31,572,731,468 |
|
378,955,057 |
|
435,468,101 |
9. |
|
To elect Omid Kordestani as a director |
|
32,303,865,016 |
|
66.68% |
|
32,036,161,014 |
|
267,704,002 |
|
83,284,805 |
10. |
|
To re-elect Nick Land as a director |
|
32,305,023,593 |
|
66.68% |
|
32,074,107,811 |
|
230,915,782 |
|
82,132,664 |
11. |
|
To re-elect Anne Lauvergeon as a director |
|
31,952,192,076 |
|
65.95% |
|
31,598,584,982 |
|
353,607,094 |
|
434,933,278 |
12. |
|
To re-elect Luc Vandevelde as a director |
|
32,303,792,184 |
|
66.68% |
|
32,017,608,712 |
|
286,183,472 |
|
83,360,920 |
13. |
|
To re-elect Anthony Watson as a director |
|
32,286,387,865 |
|
66.64% |
|
32,054,231,426 |
|
232,156,439 |
|
100,802,955 |
14. |
|
To re-elect Philip Yea as a director |
|
32,262,062,475 |
|
66.59% |
|
32,009,136,820 |
|
252,925,655 |
|
125,034,018 |
15. |
|
To approve a final dividend of 6.92p per ordinary share |
|
32,307,300,091 |
|
66.68% |
|
32,229,837,280 |
|
77,462,811 |
|
79,890,679 |
16. |
|
To approve the Remuneration Report of the Board for the year ended 31 March 2013 |
|
31,950,649,494 |
|
65.95% |
|
30,789,239,369 |
|
1,161,410,125 |
|
436,513,724 |
17. |
|
To re-appoint Deloitte LLP as auditor |
|
32,052,773,092 |
|
66.16% |
|
31,749,339,437 |
|
303,433,655 |
|
334,398,730 |
18. |
|
To authorise the Audit and Risk Committee to determine the remuneration of the auditor |
|
32,162,761,136 |
|
66.38% |
|
32,024,281,347 |
|
138,479,789 |
|
224,248,949 |
19. |
|
To authorise the directors to allot shares |
|
32,070,509,194 |
|
66.19% |
|
29,499,580,701 |
|
2,570,928,493 |
|
316,609,576 |
20. |
|
To authorise the directors to dis-apply pre-emption rights |
|
32,105,770,519 |
|
66.27% |
|
31,132,476,457 |
|
973,294,062 |
|
281,330,637 |
21. |
|
To authorise the Company to purchase its own shares |
|
32,310,383,067 |
|
66.69% |
|
32,197,041,700 |
|
113,341,367 |
|
76,791,511 |
22. |
|
To authorise political donations and expenditure |
|
32,067,139,215 |
|
66.19% |
|
31,386,077,660 |
|
681,061,555 |
|
319,974,264 |
23. |
|
To authorise the calling of a general meeting other than an Annual General Meeting on not less that 14 clear days notice |
|
32,282,062,596 |
|
66.63% |
|
28,514,003,024 |
|
3,768,059,572 |
|
105,106,465 |
The number of ordinary shares in issue on 19 July 2013 (excluding shares held in Treasury) was 48,449,167,182. Shareholders are entitled to one vote per share. A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes validly cast.
Resolutions 1 to 19 and 22 were passed as ordinary resolutions and Resolutions 20, 21 and 23 were passed as special resolutions.
A copy of Resolutions 22 and 23, passed as special business at the Annual General Meeting, have been submitted to the Financial Conduct Authority via the National Storage Mechanism and will shortly be available for inspection at: morningstar.co.uk/uk/NSM
31 July 2013
RNS: 5114K
VODAFONE GROUP PLC
VOTING RIGHTS AND CAPITAL
In conformity with Disclosure and Transparency Rule 5.6.1R, Vodafone Group Plc (Vodafone) hereby notifies the market of the following:
Vodafones issued share capital consists of 52,821,582,649 ordinary shares of U.S.$0.11 3/7 each with voting rights, of which 4,372,367,553 ordinary shares are held in Treasury.
Therefore, thetotal number of voting rights in Vodafone is 48,449,215,096. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, Vodafone under the FCAs Disclosure and Transparency Rules.
This announcement does not constitute, or form part of, an offer or any solicitation of an offer for securities in any jurisdiction.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.
|
|
VODAFONE GROUP |
|
|
PUBLIC LIMITED COMPANY |
|
|
(Registrant) |
|
|
|
|
|
|
|
|
|
|
|
|
Dated: August 14, 2013 |
By: |
/s/ R E S MARTIN |
|
|
Name: Rosemary E S Martin |
|
|
Title: Group General Counsel and Company Secretary |