Annual Report 2015 | Page 45

South Staffordshire Plc, as the immediate parent company of South Staffordshire Water PLC, ensures through its detailed knowledge of all of its subsidiaries and the water industry that it understands the duties and obligations of a regulated company including Condition P of its licence and, although some Directors sit on both Boards, South Staffordshire Water PLC acts, where applicable, with the support of the Company, as if it were a separate listed company. South Staffordshire Plc has processes in place to provide South Staffordshire Water PLC with information that it requires about the wider Group. South Staffordshire Plc provides management, professional and administrative support services to South Staffordshire Water PLC and other of its subsidiaries on a cost basis. There is no direct interaction between South Staffordshire Water PLC and the Holding Company. There are a number of UK registered intermediate holding companies above South Staffordshire Plc in the Group structure, headed by Hydriades IV Limited, the ultimate holding company registered in the UK. There are also intermediate holding companies above Hydriades IV Limited which are registered in Jersey but which are resident in the UK for tax purposes. In line with other KKR investments in Europe, the parent of the Jersey resident companies is a company registered in Luxembourg (Selena Luxco S.à.r.l.), which is the company in which the long-term infrastructure funds of KKR and their co-investors invest. The KKR fund investing in this company is controlled Annual Report 2015 Group Structure The Group is owned by the Global Infrastructure Fund of the investment business Kohlberg Kravis Roberts & Co. L.P. (KKR), which is quoted on the New York Stock Exchange, and which holds a majority interest in the Group, together with infrastructure funds of certain co-investors of KKR. The KKR Infrastructure Fund is controlled and managed by KKR Infrastructure Limited, a company registered in the Cayman Islands (the “Holding Company”). and managed by the Holding Company. Two of the UK holding companies have loans payable to South Staffordshire Water PLC, both of which bear int erest which is paid in full each year. Any UK tax losses surrendered to South Staffordshire Water PLC are paid for at face value. Details of the borrowings of the Group are provided in the financial statements including the analysis of net debt and the notes to the financial statements. Similarly, details of the borrowings of South Staffordshire Water PLC are provided in its own Report and Accounts. The Board of Directors The Board is collectively responsible for the long-term success of the Group’s businesses. The Board comprises one Executive Director and three Non-Executive Directors. Directors may be appointed by the Company by Ordinary Resolution or by the Board. As set out in the Company’s Articles of Association, a Director appointed by the Board 43