
	Profile & highlights
	Creating value
	At a glance
	Acting Chairman's remarks
	Chief Executive's review
	Review of operations
	Finance Director's review
	Board of directors
	Report of the directors
	Results for the year
	Directors
	Corporate governance
	Corporate Social Responsibility
	Going concern
	Share capital
	Annual General Meeting
	Directors' remuneration
	Financial statements & notes
	Shareholders' information
	Downloads

Introduction
The directors present their report and the audited financial statements of Rolls-Royce Group plc (the Company) for the year ended December 31, 2003.

New holding company

At the Annual General Meeting of Rolls-Royce plc held on May 29, 2003 shareholders approved the introduction of a new holding company by way of a Scheme of Arrangement under Section 425 of the Companies Act 1985 (the Scheme).

The Scheme became effective on June 23, 2003 and the Company became the holding company of Rolls-Royce plc. Under the Scheme all shareholders of Rolls-Royce plc at the effective date received shares in the Company on a one-for-one basis.

References throughout the Annual Report and the audited Financial Statements to the Company refer to Rolls-Royce Group plc from June 23, 2003 onwards and prior to that, to Rolls-Royce plc.

Principal activities

The principal activities of the Group are described in the company profile.