2011 saw satisfactory like-for-like sales growth in most of our markets with both the new residential and RMI sectors benefiting from benign winter conditions at the beginning and end of the year. While the first half of the year saw a 7% increase in like-for-like sales, this moderated in the second half to bring the full year organic sales increase to 4%. Overall operating profit and margins for the year improved as a result of better cost control and our focus on commercial excellence and procurement optimisation.


Areas identified for focus during the 2014 Audit Planning Process		Table 7

Area of Focus	Audit Committee Action

Impairment of goodwill	For the purposes of its annual impairment testing process, the Group assesses the recoverable amount of each of CRH’s cash-generating units (CGUs – see details in note 14 to the Consolidated Financial Statements) based on a value-in-use computation. The annual goodwill impairment testing was conducted by management and papers outlining the methodology and assumptions used in, and the results of, that assessment were presented to theAudit Committee. Following its deliberations, theAudit Committee was satisfied that the methodology used by management (which was consistent with prior years) and the results of the assessment, together with the disclosures in note 14, were appropriate. A separate assessment was carried out in 2014 in respect of the business units identified in 2013 for divestment as part of the Group- wide portfolio review initiated in November of that year. A total impairment charge of€683 million (of which€315 million related to goodwill) was recorded in the 2013 Consolidated Financial Statements. The valuation of each business unit (based on the estimated fair value less costs of disposal) at year-end 2013 was reassessed in 2014 on a standalone CGU basis. The revised valuations were then compared with the carrying value of each business. TheAudit Committee reviewed and considered the methodology used by management in the reassessment process and was satisfied that it was appropriate.

Impairment of property, plant and equipment and financial assets	In addition to the goodwill impairment testing process discussed above, the Group also annually assesses the need for impairment of other non-current assets (property, plant and equipment and financial assets) as and when indicators of impairment exist. TheAudit Committee considered the methodology used by management in that process and was satisfied that it was appropriate.

*Divestments – appropriate application of IFRS 5Non-current Assets Held for Sale and Discontinued Operations***	In 2013, the Group announced that it had identified a number of business units for divestment globally. None of these businesses met the ‘held for sale’ criteria at 31 December 2013. However, the status of the businesses identified for divestment evolved during 2014 and those businesses which met the ‘held for sale’ criteria at 31 December 2014 have been reclassified as such in the Consolidated Financial Statements (see note 4 to the Consolidated Financial Statements for more details). Following detailed discussions with management and Ernst & Young, theAudit Committee was satisfied that the treatment in 2014 was appropriate.

Contract revenue recognition	IAS 11Construction Contracts requires revenue and expenses to be recognised on uncompleted contracts, with the underlying principle that, once the outcome of a long-term construction contract can be reliably estimated, revenue and expenses associated with that contract should be recognised by reference to the stage of completion of the contract activity at the balance sheet date. If it is anticipated that the contract will be loss-making, the expected loss must be recognised immediately. Following discussions with management and Ernst & Young, theAudit Committee was satisfied that contract revenue recognition was not a material issue for the Group in 2014 as the majority of contracts were completed within the financial year.

and borrowing facilities are described in the Business Performance Review on pages 66 to 76. In addition, notes 20 to 24 to the Consolidated Financial Statements include the Company’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit, currency and liquidity risks.

The Company has considerable financial resources and a large number of customers and suppliers across different geographic areas and industries. In addition, the local nature of building materials means that the Group’s products are not usually shipped cross-border.

Having assessed the relevant business risks, the Directors believe that the Company is well placed to manage these risks successfully, and they have a reasonable expectation that the Company, and the Group as a whole, have adequate resources to continue in operational existence for the foreseeable future. For this reason, they continue to adopt the going concern basis in preparing the Consolidated Financial Statements.

Compliance Statement

Non-US companies such as CRH are exempt from most of the corporate governance rules of the NYSE. In common with companies listed on the Irish Stock Exchange and the London Stock Exchange, CRH’s corporate governance practices reflect, inter alia, compliance with (a) domestic company law; (b) the Listing Rules of the UK Listing Authority and the Irish Stock Exchange; and (c) the Code, which is appended to the listing rules of the London and Irish Stock Exchanges.

CRH has adopted a robust set of Board governance principles, which reflect the Code and its principles-based approach

to corporate governance. Accordingly, the way in which CRH makes determinations of Directors’ independence differs from the NYSE rules. The Board has determined that, in its judgement, all of the non-executive Directors are independent. In doing so, however, the Board did not explicitly take into consideration the independence requirements outlined in the NYSE’s listing standards.

Shareholder Approval of Equity Compensation Plans

The NYSE rules require that shareholders must be given the opportunity to vote on all equity-compensation plans and material revisions to those plans. CRH complies with Irish requirements, which are similar to the NYSE rules. The CRH Board, however, does not explicitly take into consideration the NYSE’s detailed definition on what are considered “material revisions”.



		The following are available on the CRH website, www.crh.com:		Table 13

		*Corporate Governance section:*

		– Terms of Reference ofAcquisitions Committee (amended December 2010)
		– Terms of Reference ofAudit Committee (amended December 2013)
		– Terms of Reference ofFinance Committee (amended February 2004)
		– Terms of Reference ofNomination & Corporate Governance Committee (amended December 2013)
		– Terms of Reference ofRemuneration Committee (amended December 2013)
		– The Memorandum and Articles of Association of the Company
		– Pre-approval policy for non-audit services provided by the auditors
		– Compliance & Ethics statement, Code of Business Conduct and Hotline contact numbers – The 2014 Remuneration Policy

		*Investors section:*

		– Annual and Interim Reports, the Annual Report on Form 20-F, Interim Management Statements and copies of presentations to analysts and investors
		– News releases
		– Webcast recordings of key investor briefings
		– General Meeting dates, notices, shareholder circulars, presentations and poll results
		– Answers to Frequently Asked Questions, including questions regarding dividends and shareholder rights in respect of general meetings

~~Tax payments for 2010 at~~€~~100 million were slightly less than 2009. Dividend payments increased by~~€~~60 million in 2010, reflecting the full year impact of the additional shares in issue following the March 2009 Rights Issue.~~

~~Capital expenditure of~~€~~466 million represented 2.7% of Group revenue (2009: 3.1%) and amounted to 59% of depreciation (including impairment of property, plant and equipment) of~~€~~786 million (2009: 67%). Our 2010 capital expenditure included~~€~~90 million of investment in major cement plants (2009:~~€~~150 million).~~

~~Spend on acquisitions and investments in 2010 amounted to~~€~~567 million, an increase of~~€~~109 million compared with the~~€458 million spent in 2009. This reflects the pick-up in development activity in the second half of 2010 during which the Group completed a total of 17 transactions, bringing total second-half spend, including deferred consideration from acquisitions in prior years, to€~~408 million.~~

~~Proceeds from disposals increased from~~€~~103 million in 2009 to~~€~~188 million in 2010, reflecting actions taken by management across all segments to review the portfolio and generate cash from disposal of surplus assets.~~

~~The 2009 proceeds from the issue of shares figure of~~€~~1.2 billion relate to net proceeds from the issue of 152 million new Ordinary Shares at~~€~~8.40 per share under the terms of a 2 for 7 Rights Issue in March 2009.~~

~~Exchange rate movements during 2010 increased the euro amount of net foreign currency debt by~~€221 million principally due to the 7% strengthening in the year-end exchange rate of the US Dollar versus the euro, from 1.4406 at end-2009 to 1.3362 at end-2010. This compares with an exchange gain (reduction in net debt~~) of~~€~~120 million in 2009, when the year end US$/~~€ ~~exchange rate weakened and went from 1.3917 at end-2008 to 1.4406.~~

Like-for-like sales declined by 8% in 2010, with construction activity in our main European markets hampered by very severe weather at both the beginning and end of the year. The impact of cost reductions, together with the benefits from trading of CO₂ ~~allowances (~~€~~67 million compared with~~€~~22 million in 2009) helped contain the EBITDA (as defined)* decline to 3% in a generally more competitive pricing environment.~~

~~2010 saw a pick-up in acquisition activity with~~€123 million spent on a total of 8 transactions, of which the most significant was the expansion of the Division’s aggregates and readymixed concrete business in Switzerland; we continued to invest in our associate Yatai Building Materials as it expanded its presence in northeastern China.

Europe Materials’ operations fall into three main categories: economies in the west and southwest of Europe experiencing severe fiscal imbalances and growing public debt levels; generally stable economies in mainland Europe; and developing economies in Eastern Europe and Asia.

In Ireland, activity again fell steeply during 2010 and cement volumes were 23% lower than 2009. Additional cost-reduction programmes were implemented to reduce capacity; after charging lower restructuring and impairment costs, operating losses reduced. In Portugal, the construction sector contracted by almost 8% in 2010 with the residential sector registering the largest decline. Our 49% joint venture was adversely impacted by reduced domestic demand for both cement and downstream products, but maintained its high level of exports at stable prices; although activities outside Portugal benefited from good demand, overall operating profit was down on 2009. In Spain, construction activity declined by a further 16% in 2010. Lower demand from the residential and non-residential sectors was only partly offset by increased public infrastructure spend and the impact of significant cost savings, and operating profit fell sharply.

Construction activity in Switzerland rose by 3% in 2010, and volumes in both our cement and aggregates operations were well ahead of last year. Although cement prices were lower than 2009, higher volumes, and further cost reductions in our downstream business, resulted in higher operating profit. In Finland, construction output grew by over 4%, led by a strong rebound in new residential activity. Infrastructure volumes remained stable at strong levels, while non-residential construction continued to decline. A 19% improvement in cement volumes, combined with the benefit of greater use of alternative fuels and other cost reduction initiatives, led to an increase in operating profit. In the Benelux, despite efficiency improvements at our cement trading, readymixed concrete and aggregates business, lower aggregates volumes resulted in a fall in operating profit compared with 2009.

In Poland, construction activity was impacted by very severe weather in the first quarter and again in December, and grew only modestly. Cement volumes were slightly ahead of 2009 and volumes of other products stabilised or improved. Although some price improvement was achieved in the more buoyant second half, margins were under pressure from stiff competition and operating profit was lower than 2009. In Ukraine, severe winter conditions resulted in sharply lower first-quarter volumes, but a pick-up in demand in later months saw full-year cement volumes only 10% behind 2009 levels. Unrecovered cost increases, particularly fuel, were only partly offset by the impact of further cost savings, and operating profit was lower. In Turkey, domestic cement demand in the Aegean region and export levels remained steady. Selling prices and operating profit for our 50% joint venture were higher than 2009.

In southern India, market conditions weakened across our 50% cement joint venture’s core markets, as newly-commissioned cement capacity put pressure on volumes and prices resulting in lower operating profit than in 2009. In China, further growth in the construction sector, driven primarily by improved residential activity and a continued roll-out of major infrastructure projects, saw cement demand grow by over 10% in the northeastern region, where our wholly-owned and 26% associate operations are located. In this environment volumes, selling prices and profitability increased in line with expectations.

Americas Materials faced a challenging environment in 2010 with continued volume declines in all product lines, higher energy costs and severe pricing pressure. Market declines were most severe in the Southeast, Mountain West and Northwest, which together contributed over two-thirds of the operating profit shortfall compared with 2009. Aggressive actions to reduce fixed and variable cost helped to mitigate the impact of volume and margin declines; however, overall US Dollar EBITDA (as defined)* was 20% lower than 2009 with operating profit down over 33%.

~~The Division completed 18 acquisitions in 2010 with a total spend of~~€249 million, adding 34 quarries (579 million tonnes of reserves), 14 asphalt plants and 25 readymixed concrete plants with annual production of 8 million tonnes of aggregates, 1 million tonnes of asphalt and 0.5 million cubic metres of readymixed concrete. We also broke ground on a new granite quarry in Camak, Georgia, which is expected to be open in early 2012 and will supply our coastal Georgia and Florida asphalt business with stone, leveraging our extensive rail distribution network in the region.

Like-for-like sales for Americas Materials were 7% lower than 2009. Residential construction declined only slightly (1%) from low levels, while non-residential construction declined by 14%. States and municipalities reduced highway spending due to significant budgetary pressures and this more than offset the benefits of the federal stimulus bill (American Recovery and Reinvestment Act, ‘ARRA’). On a like-for-like basis, volumes were down 4% in aggregates, 5% in asphalt and 8% in readymixed concrete, while construction

revenues fell by 10%. With the benefit of acquisitions, volumes were up 1% in aggregates and asphalt, and up 5% in readymixed concrete, while construction revenues fell by 5%. By continuing to deliver superior quality and service, Americas Materials was able to raise aggregates and asphalt prices by 1%, while limiting price declines for readymixed concrete to 5% in a very competitive environment. Despite lower volumes and higher energy costs, the business continued to improve efficiency and reduce input costs resulting in flat unit production costs for aggregates and readymixed concrete. While asphalt throughput costs also were reduced and we used 7% more recycled asphalt per tonne of mix than in 2009, increases in bitumen prices resulted in higher unit costs and lower margins. Margins on contract paving services dropped sharply due to severe competition for infrastructure projects.

The price of bitumen, a key component of asphalt mix, increased 14% over 2009. Diesel and gasoline prices, important inputs to aggregates, readymixed concrete and paving operations, increased by 10% and 7% respectively. Our teams leveraged operational best practices to increase efficiency, reduce costs, increase the use of recycled materials, and raise quality and service levels to customers while maintaining price discipline. These actions, combined with the elimination of over€~~40 million fixed overhead costs through restructuring and other management action during 2010, partially offset the negative impact of lower volumes, higher energy costs and more competitive markets.~~

Americas Materials’ operations are geographically organised, segmented into East and West. The East contains four divisions and the West, which given the severe market declines during 2010, has been consolidated from four divisions to three in order to reduce costs and optimise performance.

Overall operating profit was lower than 2009 despite a strong performance in our Mid-Atlantic and Central divisions, both of which delivered improved operating profit over a strong 2009. Operating profit in our Northeast division was lower than in 2009 and was down sharply in our Southeast division which continues to be impacted by very weak residential markets.

Operating profit in our Central West division was lower than in 2009. Operating profit declines were more marked in the Mountain West division and Northwest division, both of which experienced a steep decline due to less public and private work than in 2009.

Trading conditions for our products businesses in Europe remained difficult in 2010. The first quarter was heavily impacted by a prolonged winter which negatively influenced volumes. The rest of the year showed a

moderation in the rate of decline versus 2009 resulting in overall like-for-like sales down 7% for the year. Significant price pressure in many markets adversely impacted our margins and, despite strong cost control EBITDA (as defined)* declined by 30% compared with 2009.

Activity was severely affected by the adverse early weather conditions and weaker residential and non-residential construction demand. Our Architectural operations (pavers, tiles and blocks) faced difficult conditions with our Dutch, Danish, German and Slovakian paver businesses suffering from weaker markets and increased price pressure. In contrast, results in our French and Belgian operations improved slightly, driven by targeted commercial initiatives and good cost-control. Further factory closures were made in the Netherlands and France and overall operating costs were reduced significantly. Operating profit in architectural concrete was below 2009.

Our Structural operations (floor and wall elements, beams and vaults) reported operating profit well below 2009. These businesses were severely impacted by difficult conditions in both new residential and new non-residential markets, and experienced increased price pressure due to significant overcapacity in all countries, although our Belgian specialty business which supplies the industrial and farming sector continued to deliver strong results. The ongoing major programme of restructuring initiatives continued in 2010 with production shutdowns and impairment charges.

In the UK, demand improved quickly after poor weather early in the year as house builders reopened sites. However, industry brick volumes levelled out as the year progressed, with overall growth for the year estimated at approximately 7%. With the benefit of recent years’ major reorganisation and cost cutting initiatives, operating profit improved with the uplift in volumes. In the Netherlands, brick markets were very challenging, though paver markets remained more stable. Capacity rationalisation and reduced costs supported an increase in operating profit. In Poland all product markets remained difficult and operating profit declined compared with 2009.

Despite declining volumes, our leading market positions and effective cost-reduction action resulted in an increase in operating profit. Our Construction Accessories business, the market leader in Western Europe, was impacted by falling non-residential demand. This was in part offset by the introduction of innovative products, rigorous cost-control, production efficiencies and good commercial practices, resulting in higher operating profit compared with 2009. Our Outdoor Security Products operations, specialising in entrance control solutions, are mainly active in non-residential construction with a focus on the growing RMI and safety and comfort markets. Volumes in Fencing, Security and Access Systems were lower than in 2009, but operating profit was higher. Our Roller Shutters business delivered a good performance with sales and operating profit substantially exceeding 2009.

Following rigorous strategic analysis, we decided at the end of 2009 to exit the Insulation and Climate Control sectors as we no longer saw a route to becoming a pan-European leader in these segments. In November 2010 we reached agreement to sell the majority of our Insulation business.

Americas Products experienced significant demand pressures, with further declines in all of our markets, in particular the non-residential sector, as the year progressed. This was most evident in our BuildingEnvelope™ and late-cycle concrete product segments. Like-for-like sales were down 9% compared with 2009. The adverse impact of the volume declines, together with the impairment charge (mainly relating to Ivy Steel), were only partly offset by ongoing cost restructuring initiatives and the non-recurrence of inventory write-downs recorded by MMI in 2009, resulting in an operating loss of€~~24 million for 2010 (2009: profit of~~€~~23 million).~~

Our Architectural Products business unit completed two bolt-on transactions during 2010. The acquisition of a leading supplier of soils, mulches and decorative stone in September expanded the footprint of our lawn and garden business providing a strong plant network to service retailers in the central and upper Midwest. In the same month, our existing masonry business in Illinois and Wisconsin was strengthened with the purchase of a block manufacturer in the Chicago metropolitan area.

With effect from January 2011, the Architectural, Precast, and MMI groups were combined to form a new product group - Building Products. The new organisational alignment will accelerate the capture of market growth opportunities while streamlining common business processes and functions.

Architectural Products (APG) faced difficult trading conditions in 2010 due to continued weakness in the residential construction sector and further declines in non-residential markets. The overall challenging market environment was somewhat offset by solid growth in Canada and relative stability in both the DIY and professional RMI segments. The cost reduction measures implemented since 2008 have sharply reduced the cost structure and rationalised the capacity of APG, resulting in margin stability in 2010 while setting the stage for strong profit improvement once volumes begin to recover. Overall, APG recorded a similar level of US Dollar operating profit to 2009, on a 7% decline in like-for-like sales.

In our Precast group, weak residential activity in 2010 again negatively affected demand for precast products throughout the US. This impact was compounded by further declines in the commercial sector, particularly in the eastern US. Overall, full-year volumes fell by 5% compared with 2009. A generally more competitive pricing environment eroded some of the improvements in contribution margin that had been generated in 2009. Reduced overhead levels somewhat mitigated the impact, but overall operating profit was lower.

MMI continued to be impacted by the deepening decline in non-residential construction activity which led to a further decrease in sales; the favourable impact in 2010 of the absence of 2009’s significant inventory write-down was more than offset by the impairment charge recorded as a result of the divestment in November of the Ivy Steel welded wire reinforcement business.

Sales continued to be weak due to sharp declines in commercial activity. Order and quoting volumes remained slow and building delays and cancellations continued to be a challenge. In this environment we focussed on maintaining market share, tightening cost control, improving our processes and ensuring customer satisfaction, while maintaining our ongoing emphasis on quality. Pricing continued to be intensely competitive and sales and operating profit sharply declined for the year.

Our South American operations benefited from better economic conditions in 2010 in Chile and Argentina. While performance improved in our Argentine ceramic tile and glass businesses, margins declined in an inflationary cost environment in the second half of the year. Our Chilean glass business performed well in a buoyant construction market. The Santiago-based distribution business also recovered from a challenging year in 2009, and operating profit improved. Overall, sales and operating profit in our South American operations advanced strongly for the year.

Trading conditions for the Distribution businesses continued to be difficult in 2010 with the residential sectors across most of our markets showing varying degrees of decline. Ongoing focus on price management and procurement optimisation resulted in stable gross margins versus 2009. Operating profit was maintained in line with 2009 with the benefit of acquisition contributions, further cost-reduction measures, improved category management and the operational excellence programmes that we have put in place in recent years.

In August, Europe Distribution acquired 75% of Sax Sanitair, a leading merchant in SHAP materials based in western Belgium. With nine branches across the east and west Flanders region, the acquisition is a further step in our strategy to build a European platform in the growing repair, maintenance and improvement focussed SHAP market. In December, we acquired a further 50% stake in the German-based Bauking distribution business raising our ownership from 48% to 98%. With 128 branches and annual sales of€750 million, the business has grown both organically and through acquisition since our initial investment in 2005 and is a leading player in the German distribution market. This acquisition greatly strengthens our existing distribution position in Europe’s largest construction market. During 2010 we sold our activities in the kitchen business in the German speaking part of Switzerland and our ironmongery distribution activities in the Netherlands.

With 501 locations in six countries, Professional Builders Merchants has strong market positions in all its regions. Benelux: Markets remained weak in 2010, resulting in a further sales decline. Operating profit was also lower but declined at a relatively slower pace than sales due to strict cost control and margin management. France: Sales stabilised at last year’s level. Due to the restructuring actions that started in late 2009 we saw an improvement of our profitability. Switzerland: 2010 proved to be another stable year

for Swiss market sales, with operating profit ahead of 2009 due to strong margin management and a better product mix. Austria: The turnaround in performance of this business which commenced in 2008 continued in 2010 resulting in a further increase in operating profit and margins. Germany: Builders Merchants sales in Germany were comparable to 2009 and particularly strong in the second half of 2010. Operating profit improved significantly, reflecting higher margins and successful cost control. Overall operating profit for Builders Merchants was ahead of 2009.

Our SHAP business in Germany and Switzerland again proved to be a stable performer in 2010 with robust sales and improved operating profit performance. Our 2010 acquisition in Belgium has performed strongly and has exceeded expectations.

Our DIY platform in Europe operates a network of 243 stores under four different brands. The Netherlands: Weakening consumer confidence, which became evident in the fourth quarter of 2009, began to impact the DIY businesses more severely in 2010. Despite further focus on efficient store operations and tight cost-control which enabled us to maintain gross margins, we were not able to fully compensate for the lagging sales performance. Belgium: Our network of 19 stores reported lower sales and operating profit due to weaker consumer confidence and demand. Germany: With increasing consumer confidence and continued strong focus on costs, operating profit for Bauking’s 51-store DIY network improved to a more satisfactory level. Portugal: The economic environment continued to be difficult and sales remained under pressure. Due to restructuring measures, operating profit was slightly better than in 2009. Spain: Market circumstances for our Spanish DIY operation in the Alicante/Valencia region remained very challenging throughout 2010 and we decided to exit this business which resulted in rationalisation and impairment charges. Overall DIY operating profit was well below 2009.

Americas Distribution, trading as Allied Building Products (Allied), experienced another challenging year in 2010. Activity levels in both segments of our business were impacted, but with the benefit of lower operating costs and stable gross margins, operating profit improved significantly from 2009.

Since 2008, Allied has closed or merged 27 locations, many in smaller markets, and added 3 locations. This process has provided an opportunity to evaluate Allied’s market footprint and to position the business for future opportunities. In addition, the business has concentrated on purchasing and transportation initiatives, rationalisation of administrative and geographic oversight functions, thereby increasing efficiency, control and profitability. This aggressive operating approach has substantially benefited 2010 operating results.

Due to the continued downturn in the macroeconomic environment, Allied curtailed capital spending and kept development activity to a minimum; during 2010 we acquired one Exterior Products distributor in Sacramento, California.

In order to further penetrate the competitive marketplace, Allied launched a new product initiative in 2010. “TriBuilt Materials” was established to provide a proprietary private label brand of products sold exclusively through Allied’s network of Exterior and Interior branches. This product initiative differentiates Allied in the market while building an exclusive brand identity. TriBuilt^® enables Allied to vertically integrate many of its higher-margin items, simultaneously enhancing profit margins and purchasing efficiencies. As brand awareness expands within the contractor community, Allied will add more products to this profitable operating segment.

Allied is one of the top three distributors in this segment in the United States. Demand is influenced by residential and commercial replacement activity (75% of sales volume is RMI-related) with key products having an average life span of 25 years. Markets continue to be challenged as US shipments of asphalt roofing shingles declined further, down 8.5% on 2009, impacted by the historically low level of new housing starts. Despite this, solid performance from the Northeast, Mid-Atlantic, Upper Midwest and Colorado regions has enabled the Exterior Products division to experience sales growth and a good advance in operating profit for the year.

This business area has low exposure to weather-driven replacement activity and is heavily dependent on the new commercial construction market. Allied is the third largest Interior Products distributor in the US. The new construction market continued to decline as shipments of wallboard, one barometer of market activity, declined 9% in Allied’s market areas. Despite a 12% decline in sales, operating performance stabilised due to a strong presence in Hawaii, the benefit of lower operating costs and the consolidation of smaller and underperforming locations.

Compliance Statement

CRH has adopted a robust set of Board governance principles, which reflect the Code and its principles-based approach

Shareholder Approval of Equity Compensation Plans



		The following are available on the CRH website, www.crh.com:		Table 13

		*Corporate Governance section:*

		– Terms of Reference ofAcquisitions Committee (amended December 2010)
		– Terms of Reference ofAudit Committee (amended December 2013)
		– Terms of Reference ofFinance Committee (amended February 2004)
		– Terms of Reference ofNomination & Corporate Governance Committee (amended December 2013)
		– Terms of Reference ofRemuneration Committee (amended December 2013)
		– The Memorandum and Articles of Association of the Company
		– Pre-approval policy for non-audit services provided by the auditors
		– Compliance & Ethics statement, Code of Business Conduct and Hotline contact numbers – The 2014 Remuneration Policy

		*Investors section:*

		– Annual and Interim Reports, the Annual Report on Form 20-F, Interim Management Statements and copies of presentations to analysts and investors
		– News releases
		– Webcast recordings of key investor briefings
		– General Meeting dates, notices, shareholder circulars, presentations and poll results
		– Answers to Frequently Asked Questions, including questions regarding dividends and shareholder rights in respect of general meetings

and borrowing facilities are described in the ~~Finance~~Business Performance Review on pages 4166 to ~~44.~~76. In addition, notes 2120 to 2524 to the ~~financial statements~~Consolidated Financial Statements include the Company’s objectives, policies and processes for managing its capital; its financial risk management objectives; details of its financial instruments and hedging activities; and its exposures to credit, currency and liquidity risks.

Compliance Statement

In the period under review, CRH complied with the provisions of the 2010 UK Corporate Governance Code (the “2010 Code”). The Company also complied with the rules issued by the United States Securities and Exchange Commission to implement the Sarbanes-Oxley Act 2002, in so far as they apply to the Group.

~~Although non-US~~Non-US companies such as CRH are exempt from most of the corporate governance rules of the ~~NYSE, in~~NYSE. In common with companies listed on the Irish Stock Exchange and the London Stock Exchange, CRH’s corporate governance practices reflect, inter alia, compliance with (a) domestic company law; (b) the Listing Rules of the UK Listing Authority and the Irish Stock Exchange; and (c) the ~~2010~~ Code, which is appended to the listing rules of the London and Irish Stock Exchanges.

CRH has adopted a robust set of ~~board~~Board governance principles, which reflect the ~~2010~~ Code and its principles-based approach

to corporate governance. ~~As such,~~Accordingly, the way in which CRH makes determinations of ~~directors’~~Directors’ independence differs from the NYSE rules. The Board has determined that, in its judgement, all of the ~~Non-executive~~non-executive Directors are independent. In doing so, however, the ~~board~~Board did not explicitly take into consideration the independence requirements outlined in the NYSE’s listing standards.

Shareholder Approval of Equity Compensation Plans

~~Evaluation of Disclosure Controls and Procedures~~

Management has evaluated the effectiveness of the design and operation of the disclosure controls and procedures as defined in Exchange Act Rules 13a-15(e) as of 31 December 2011. Based on that evaluation, the Chief Executive Officer and the Finance Director have concluded that these disclosure controls and procedures were effective as of such date at the level of providing reasonable assurance.

In designing and evaluating our disclosure controls and procedures, management, including the Chief Executive Officer and the Finance Director, recognised that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily was required to apply its judgement in evaluating the cost-benefit relationship of possible controls and procedures. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected.



		The following are available on the CRH website, www.crh.com:		Table 13

		*Corporate Governance section:*

		– Terms of Reference ofAcquisitions Committee (amended December 2010)
		– Terms of Reference ofAudit Committee (amended December 2013)
		– Terms of Reference ofFinance Committee (amended February 2004)
		– Terms of Reference ofNomination & Corporate Governance Committee (amended December 2013)
		– Terms of Reference ofRemuneration Committee (amended December 2013)
		– The Memorandum and Articles of Association of the Company
		– Pre-approval policy for non-audit services provided by the auditors
		– Compliance & Ethics statement, Code of Business Conduct and Hotline contact numbers – The 2014 Remuneration Policy

		*Investors section:*

		– Annual and Interim Reports, the Annual Report on Form 20-F, Interim Management Statements and copies of presentations to analysts and investors
		– News releases
		– Webcast recordings of key investor briefings
		– General Meeting dates, notices, shareholder circulars, presentations and poll results
		– Answers to Frequently Asked Questions, including questions regarding dividends and shareholder rights in respect of general meetings

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting and for the assessment of the effectiveness of internal control over financial reporting. Because of its inherent limitations however, internal control over financial reporting may not prevent or detect misstatements and even when determined to be effective, can only provide reasonable assurance with respect to financial statement preparation and presentation. Also, the effectiveness of an internal control system may change over time.

  Pension Entitlements - Defined Benefit (Audited)



    Table 33



Increase in
accrued
personal pension
during 2014
(i)
€ 000

Transfer value
of increase in
dependents’
pension
(i)
€ 000

Total accrued
personal
pension at
year-end
(ii)
€ 000

  Executive Directors
  Albert Manifold -    208    273
  Maeve Carton -    29    266
(i)    As noted on page ~~89,~~111, the pensions of ~~Myles Lee,~~ Albert Manifold and Maeve Carton have been capped in line with the provisions of the Irish Finance Acts. However, dependants’ pensions continue to accrue resulting in Greenbury transfer values which have been calculated on the basis of actuarial advice. These amounts do not represent sums paid out or due, but are the amounts that the pension scheme would transfer to another pension scheme in relation to benefits accrued in ~~2011~~2014 in the event of these Directors leaving service.
(ii)
The accrued pensions shown are those which would be payable annually from normal retirement date.
~~Pension entitlements - defined contribution~~
~~The accumulated liabilities related to the unfunded Supplemental Executive Retirement Plans for Mark Towe are as follows:~~

Pension Entitlements - Defined Contribution (Audited)

Pension Entitlements - Defined Contribution (Audited)

Table 34

The accumulated liablilities related to the unfunded Supplemental Executive Retirement Plans
for Mark Towe are as follows:

The accumulated liablilities related to the unfunded Supplemental Executive Retirement Plans
for Mark Towe are as follows:



As at
31 December
2010
€000
   2011
contribution
€000
2011
notional
interest
(iii)
€000
   Translation
adjustment
€000
As at
31 December
2011
€000

As at
31 December
2013
€ 000


2014
contribution
€ 000


2014
Notional
interest
(iii)
€ 000


Translation
adjustment
€ 000


As at
31 December
2014
€ 000

Executive Director

M.S. Towe
   1,217       173       63       58       1,511
Mark Towe
   1,923          194          97          288          2,502

(iii)
Notional interest, which is calculated based on the average bid yields of United States Treasury
fixed-coupon securities with remaining terms to maturity of approximately 20 years, plus 1.5%, is credited to the above ~~plan.~~plans.
~~Deferred Shares~~~~(iv)~~
liability represented by the pension benefits foregone. They are calculated based on actuarial advice as the equivalent of the reduction in the Company’s liability to each individual and spread over the term to retirement as annual compensation allowances.
The contributory defined benefit plan in which Albert Manifold and Maeve Carton participate is closed to new entrants.
Mark Towe participates in a defined contribution retirement plan in respect of basic salary; and in addition he participates in an unfunded defined contribution Supplemental Executive Retirement Plan (SERP) also in respect of basic salary, to which contributions are made at an agreed rate (20%), offset by contributions made to the other retirement plan.

      Number at
31 December
2010    Awards of
Deferred
Shares
during
2011    New Shares
allotted under
the Scrip
Dividend
Scheme
during 2011    Released
during
2011
Number at
31 December
2011

Executive Director

M. Lee
   10,449       -       -       10,449       -
Details regarding pension entitlements for the executive Directors are set out in tables 33 and 34 above.
There is no change to the pension arrangements for 2015.

~~(iv)~~* Salary is defined as basic annual salary and excludes any fluctuating emoluments.
CRH        117
Directors’ Remuneration Report| continued
Directors’ Interests in Shares and Share Scheme Awards

  Deferred Share Awards under the Annual Bonus Plan (i) (Audited)



Table 35


31 December
2013


Awards in
2014
(ii)


Alloted under
the scrip dividend
scheme in
2014


Released in
2014


31 December
2014


Release
Date

  Mark Towe
   -          2,561          65          -          2,626          Feb 2017
(i)     Under the ~~executive Directors’ incentive plan,~~Annual Bonus Plan in operation in respect of the financial year ended 31 December 2013, up to ~~one third~~one-third of the earned bonus ~~in each year is payable~~was receivable in CRH shares, ~~and the entitlement to beneficial ownership of the shares is~~ deferred for a period of three years, with ~~the individual not becoming beneficially entitled to the shares~~forfeiture in the event of departure from the Group in certain circumstances during that ~~time period~~period.
(ii)     The shares awarded during 2014 related to the deferred portion of 2013 bonus and were included in total remuneration reported for 2013. These shares were purchased by the Trustees of the CRH plc Employee Benefit Trust on 26 February 2014 at €20.375 per Ordinary Share.

~~CRH    93~~
~~Directors and Corporate Governance~~
~~DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration~~
~~Directors’ awards under the Performance Share Plan~~ ~~(i)~~

   31 December
2010 Granted
in 2011 Released
in 2011
(ii) Lapsed
in 2011
(ii) 31 December
2011 Performance
period Release
date Market
price in euro
on award
M. Carton
4,436    -    2,049    2,387    -    01/01/08 - 31/12/10    March 2011    23.45
14,000    -    -    -    14,000    01/01/09 - 31/12/11    March 2012    17.00
10,000    -    -    -    10,000    01/01/10 - 31/12/12    March 2013    18.51
-    42,000    -    -    42,000    01/01/11 - 31/12/13    March 2014    16.52
28,436    42,000    2,049    2,387    66,000
M. Lee
27,725    -    12,811    14,914    -    01/01/08 - 31/12/10    March 2011    23.45
70,000    -    -    -    70,000    01/01/09 - 31/12/11    March 2012    17.00
75,000    -    -    -    75,000    01/01/10 - 31/12/12    March 2013    18.51
-    88,000    -    -    88,000    01/01/11 - 31/12/13    March 2014    16.52
172,725    88,000    12,811    14,914    233,000
A. Manifold
27,725    -    12,811    14,914    -    01/01/08 - 31/12/10    March 2011    23.45
47,500    -    -    -    47,500    01/01/09 - 31/12/11    March 2012    17.00
55,000    -    -    -    55,000    01/01/10 - 31/12/12    March 2013    18.51
-    62,000    -    -    62,000    01/01/11 - 31/12/13    March 2014    16.52
130,225    62,000    12,811    14,914    164,500
M.S. Towe
23,289    -    10,761    12,528    -    01/01/08 - 31/12/10    March 2011    23.45
76,000    -    -    -    76,000    01/01/09 - 31/12/11    March 2012    17.00
60,000    -    -    -    60,000    01/01/10 - 31/12/12    March 2013    18.51
-    68,000    -    -    68,000    01/01/11 - 31/12/13    March 2014    16.52
159,289    68,000    10,761    12,528    204,000

    Directors’ awards under the 2006 Performance Share Plan (i) (Audited)

    Table 36

                     Market
   31 December    Granted in    Released in    Lapsed in    31 December    Performance    Release Price in euro

2013


2014


2014 (ii)


2014 (ii)


2014


Period


Date

on award

Maeve Carton
   42,000       -       20,626       21,374       -       01/01/11 - 31/12/13
   50,000       -       -       -       50,000       01/01/12 - 31/12/14       15.19
   50,000       -       -       -       50,000       01/01/13 - 31/12/15       February 2016    16.19
   142,000       -       20,626       21,374       100,000

Albert Manifold
   62,000       -       30,448       31,552       -       01/01/11 - 31/12/13
   70,000       -       -       -       70,000       01/01/12 - 31/12/14       15.19
   72,000       -       -       -       72,000       01/01/13 - 31/12/15       February 2016    16.19
   204,000       -       30,448       31,552       142,000

Mark Towe
   68,000       -       33,394       34,606       -       01/01/11 - 31/12/13
   90,000       -       -       -       90,000       01/01/12 - 31/12/14       15.19
   90,000       -       -       -       90,000       01/01/13 - 31/12/15       February 2016    16.19
   248,000       -       33,394       34,606       180,000

(i)
2006 Performance Share ~~Plan~~Plan: This is a long-term share incentive plan under which share awards are granted in the form of a provisional allocation of shares for which no exercise price is payable. The shares scheduled for release in ~~March 2012, March 2013 and March 2014~~February 2016 will be allocated to the extent that the relative TSR performance conditions are achieved. The structure of the 2006 Performance Share Plan is set out on pages 86114 and ~~87.~~115.
~~(ii)~~ ~~On 2 March 2011,~~
(ii)   In 2014, the Remuneration Committee determined that ~~46.21%~~49.11% of the ~~2008~~2011 award vested and that portion of the award was released to participants. The balance of the ~~2008~~2011 award lapsed. The market value per share for tax purposes on the date of release was €21.28 for Directors resident in Ireland and €21.505 for Directors resident outside Ireland.

~~94    CRH~~
~~Directors and Corporate Governance~~

    Directors’ Awards under the 2014 Performance Share Plan (i) (Audited)

    Table 37

                        Market
   31 December    Granted in
Dividend
Equivalents
   Released in    Lapsed in    31 December    Performance    Release Price
in euro

2013


2014


2014 (ii)


2014


2014


2014


Period


Date

on award

Maeve Carton
   -       59,500       618       -       -       60,118       01/01/14 - 31/12/16       February 2019    20.49
Albert Manifold
   -       142,900       1,484       -       -       144,384       01/01/14 - 31/12/16       February 2019    20.49
Mark Towe
   -       97,100       1,008       -       -       98,108       01/01/14 - 31/12/16       February 2019    20.49
(i)    2014 Performance Share Plan: This is a long-term share incentive plan under which share awards are granted in the form of a provisional allocation of shares for which no exercise price is payable. The shares scheduled for release in February 2019 will be allocated to the extent that the relevant performance conditions are achieved. The structure of the 2014 Performance Share Plan is set out in table 26 on page 115.
(ii)   The Remuneration Committee has determined that dividend equivalents should accrue on awards under the 2014 Performance Share Plan. Subject to the satisfaction of the applicable performance criteria, such dividend equivalents will be released to participants in the form of additional shares at vesting.

118      CRH
~~DIRECTORS AND CORPORATE GOVERNANCE -~~
Directors’ Remuneration Report| continued

    Directors’ Share Options (Audited)

Table 38

    Details of movements on outstanding options and those exercised during the year are set out in the table below
Options exercised during
2014

31 December
2013

Granted in
2014

Lapsed in
2014

Exercised
in 2014

31 December
2014

6 March
2015

Weighted
average
option price at
31 December
2014
€

Weighted
average
exercise
price
€

Weighted
average
market
price at date
of exercise
€

    Maeve Carton
55,831    -    -    -    55,831 55,831 (a ) 25.75    -    -
13,308    -    13,308    -    - - (b ) -    -    -
139,500    -    42,500    -    97,000 97,000 (c ) 15.67    -    -
-    1,726    -    -    1,726 1,726 (d ) 17.67    -    -
    Albert Manifold
166,445    -    -    -    166,445 149,810 (a ) 21.97    -    -
16,635    -    16,635    -    - - (b ) -    -    -
200,000    -    62,500    -    137,500 137,500 (c ) 15.68    -    -
2,236    -    -    -    2,236 2,236 (d ) 13.64    -    -
    Mark Towe
155,425    -    -    22,344    133,081 105,356 (a ) 24.38    15.09    21.53
49,905    -    49,905    -    - - (b ) -    -    -
245,000    -    70,000    -    175,000 175,000 (c ) 15.68    -    -
        1,044,285    1,726    254,848    22,344    768,819 724,459


~~Directors’ share options~~
~~Details of movements on outstanding options and those exercised during the year are set out in the table below:~~

Options exercised
during 2011

31 December
2010

Granted
in 2011

Lapsed
in 2011

Exercised
in 2011

31 December
2011


Weighted average
option price at
31 December
2011
€

Weighted
average
exercise
price
€

Weighted
average market
price at date of
exercise
€

M. Carton
55,831    -    -    -    55,831    (a ) 25.75    -    -
39,924    -    7,763    -    32,161    (b ) 14.61    -    -
35,000    42,500    -    -    77,500    (c ) 17.29    -    -
1,752    -    -    -    1,752    (d ) 18.39    -    -
M. Lee
318,435    -    -    -    318,435    (a ) 19.32    -    -
138,625    -    27,725    -    110,900    (b ) 14.45    -    -
85,000    90,000    -    -    175,000    (c ) 17.36    -    -
1,752    -    -    -    1,752    (d ) 18.39    -    -
A. Manifold
166,445    -    -    -    166,445    (a ) 21.97    -    -
48,796    -    6,654    -    42,142    (b ) 14.36    -    -
60,000    62,500    -    -    122,500    (c ) 17.36    -    -
1,752    -    -    -    1,752    (d ) 18.39    -    -
W.I. O’Mahony
576,680    -    138,625    -    438,055    (a ) 18.88    -    -
277,250    -    166,350    -    110,900    (b ) 17.75    -    -
M.S. Towe
243,981    -    27,725    -    216,256    (a ) 20.75    -    -
155,260    -    27,725    -    127,535    (b ) 14.44    -    -
70,000    70,000    -    -    140,000    (c ) 17.39    -    -
2,276,483    265,000    402,567    -    2,138,916
~~CRH    95~~
~~Directors and Corporate Governance~~
~~DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration~~
~~Options by price~~

€ 31 December
2010 Granted
in 2011 Lapsed
in 2011 Exercised
in 2011 31 December
2011    Earliest
exercise date Expiry date
16.4830
166,350    -    166,350    -    -    (a )
16.4830
236,217    -    236,217    -    -    (b )
17.7454
138,625    -    -    -    138,625    (a ) March 2012    April 2012
17.7454
182,985    -    -    -    182,985    (b ) March 2012    April 2012
11.8573
110,900    -    -    -    110,900    (a ) March 2012    April 2013
11.8573
72,085    -    -    -    72,085    (b ) March 2012    April 2013
11.9565
27,725    -    -    -    27,725    (a ) March 2012    April 2013
11.9565
49,905    -    -    -    49,905    (b ) March 2012    April 2013
15.0674
66,540    -    -    -    66,540    (a ) March 2012    April 2014
15.0674
68,758    -    -    -    68,758    (b ) April 2014
15.0854
27,725    -    -    -    27,725    (a ) March 2012    April 2014
15.0854
49,905    -    -    -    49,905    (b ) April 2014
18.7463
72,085    -    -    -    72,085    (a ) March 2012    April 2015
18.8545
27,725    -    -    -    27,725    (a ) March 2012    April 2015
26.1493
105,355    -    -    -    105,355    (a ) April 2016
22.3892
221,800    -    -    -    221,800    (a ) June 2016
29.4855
86,502    -    -    -    86,502    (a ) April 2017
29.8643
36,043    -    -    -    36,043    (a ) April 2017
21.5235
143,997    -    -    -    143,997    (a ) April 2018
16.58
130,000    -    -    -    130,000    (a ) April 2019
18.39
250,000    -    -    -    250,000    (c ) May 2020
16.38
-    265,000    -    -    265,000    (c ) April 2021
18.3946
5,256    -    -    -    5,256    (d ) July 2013    December 2013
2,276,483    265,000    402,567    -    2,138,916
~~The market price of the Company’s shares at 31 December 2011 was~~€~~15.36 and the range during 2011 was~~€~~10.50 to~~€~~17.00.~~

Option by price (Audited)

  Table 39
31 December Granted Lapsed Exercised 31 December Earliest

€

2013

in 2014

in 2014

in 2014

2014

exercise date

Expiry date

15.0674
29,943    -    29,943    -    - (b )
15.0854
22,344    -    -    22,344    - (a )
15.0854
49,905    -    49,905    -    - (b )
18.7463
16,635    -    -    -    16,635 (a ) February 2015    April 2015
18.8545
27,725    -    -    -    27,725 (a ) February 2015    April 2015

26.1493
72,085    -    -    -    72,085 (a ) April 2016
29.4855
53,232    -    -    -    53,232 (a ) April 2017
29.8643
36,043    -    -    -    36,043 (a ) April 2017
21.5235
99,637    -    -    -    99,637 (a ) April 2018
16.58
50,000    -    -    -    50,000 (a ) April 2019
16.38
175,000    -    175,000    -    - (c )
15.19
210,000    -    -    -    210,000 (c ) April 2022
16.19
199,500    -    -    -    199,500 (c ) April 2023
13.64
2,236    -    -    -    2,236 (d ) August 2017    January 2018
17.67
-    1,726    -    -    1,726 (d ) August 2019    January 2020
        1,044,285    1,726    254,848    22,344    768,819
The market price of the Company’s shares at 31 December 2014 was €19.90 and the range during 2014 was €15.86 to €21.82.

(a)
Granted under the 2000 share option scheme, these options are only exercisable when EPS growth exceeds the growth of the Irish Consumer Price Index by 5% compounded over a period of at least three years subsequent to the granting of the options.
(b)
Granted under the 2000 share option scheme, these options are only exercisable if, over a period of at least five years subsequent to the granting of the options, the growth in EPS exceeds the growth of the Irish Consumer Price Index by 10% compounded and places the Company in the top 25% of EPS performance of a peer group of international building materials and other manufacturing companies. If below the ~~75th~~ 75^thpercentile, these options are not exercisable.
(c)
Granted under the 2010 share option scheme. Vesting will only occur once an initial performance target has been reached and, thereafter, will be dependent on performance. The option will lapse if EPS growth over the three year target period is less than 12.5% compounded over the period. 20% of the option will be exercisable if compound EPS growth is equal to 12.5%, while 100% will be exercisable if compound EPS growth is equal to 27.5%. Subject to any reduction which the Remuneration Committee deems appropriate, options will vest between 20% and 40%performance criteria are set out in table 32 on ~~a straight-line basis if compound growth is between 12.5% and 17.5%; and vest between 40% and 100% on a straight-line basis if compound growth is between 17.5% and 27.5%.~~
page 116.
(d)
Granted under the ~~2000~~2010 savings-related share option scheme.

~~96    CRH~~
CRH      119
Directors’ Remuneration Report |continued
Shareholding guidelines for executive Directors
TheRemuneration Committee adopted a policy in 2013 whereby executive Directors are required to build up (and maintain), within five years of appointment a minimum holding in CRH shares which is equivalent to one times basic salary. For existing executive Directors this level must be achieved by 31 December 2015, unless the executive Director has a significant change in role which results in a step change in salary in which case the one times salary level
must be achieved within five years of the change. The shareholding levels as a multiple of basic salary are shown in table 40.
Following his appointment as Chief Executive on 1 January 2014, theRemuneration Committee determined that Albert Manifold will be required to meet the shareholding guideline by 31 December 2017.
As part of the remuneration review carried out in 2013, theRemuneration
Committee considered whether the shareholding level should be increased, particularly in relation to the Chief Executive role. TheRemuneration Committee concluded that, as the guidelines were only recently introduced, it was not appropriate to increase the requirement at this time. However, the Committee will look to increase shareholding guidelines in the future as the Chief Executive builds on his existing holding.
* The shareholdings are calculated based on the closing share price on 24 February 2015 (€24.92) and do not include Deferred Shares to be awarded under the 2014 Annual Bonus Plan (which will be released in 2018). If the Deferred Shares were included in the above table (on a post-tax basis) the executive Directors’ shareholdings would be approximately 0.9, 3.2 and 2.6 times salary respectively.
120      CRH
Directors’ Remuneration Report |continued
Shareholdings of Directors and Company Secretary as at 31 December 2014

~~CONSOLIDATED FINANCIAL STATEMENTS~~Directors’ Interests in Share Capital at 31 December 2014 (Audited)
    Table 41

The interests of the Directors and Secretary in the shares of the Company, which are beneficial unless otherwise indicated, are shown below.
The Directors and Secretary have no beneficial interests in any of the Group’s subsidiary, joint venture or associated undertakings.



6 March    31 December    31 December
Ordinary Shares

2015



2014



2013



Directors

E.J. Bärtschi
25,200    25,200    7,200
M. Carton
82,546    82,036    60,100
W.P. Egan
16,112    16,112    16,112
- Non-beneficial
12,000    12,000    12,000
U-H. Felcht
1,285    1,285    1,285
N. Hartery
12,265    12,265    1,430
J.W. Kennedy
1,083    1,083    1,049
P.J. Kennedy
2,000    -    -
D.A. McGovern, Jr.
5,131    5,131    4,000
H.A. McSharry
3,886    3,886    3,789
A. Manifold
42,518    39,998    38,981
D.N. O’Connor
17,344    17,344    16,915
H. Th. Rottinghuis
15,124    15,124    - **
M. Towe
105,276 * 100,276 * 77,117

Secretary

N. Colgan
9,463    15,549    10,836
        351,233    347,289    250,814

Of the above holdings, the following are held in the form of American Depository Receipts:



6 March



31 December



31 December



2015



2014



2013



W.P. Egan
15,000    15,000    15,000
- Non-beneficial
12,000    12,000    12,000
D.A. McGovern, Jr.
5,131    5,131    4,000

Patrick J. Kennedy became a Director on 1 January 2015.

Lucinda Riches became a Director on 1 March 2015. She does not have a holding of CRH shares.

*   Excludes awards of Deferred Shares, details of which are disclosed in table 35 on page 118.
** Holding at date of appointment





CRH      121
Directors’ Remuneration Report |continued
Non-executive Directors
Remuneration paid to non-executive Directors in 2014 is set out in table 42 below.
The remuneration of non-executive Directors is determined by the Board of Directors as a whole. In determining
the remuneration, the Board receives recommendations from a committee of the Chairman and the executive Directors. TheRemuneration Committeedetermines the remuneration of the Chairman.
Fees for the non-executive Directors were reviewed during 2014. It was concluded that CRH’s fees are competitively positioned at present and should remain unchanged in 2015.
Fees for 2015 are set out in table 43 below.
   Individual Remuneration for the year ended 31 December 2014 (Audited)
  Table 42

   Basic       Other
   Salary and Fees    Benefits    Remuneration    Total    Total    Total
   (a)    (b)    (c)
   € 000    € 000    € 000    € 000    € 000    € 000

   2014    2014    2014    2014    2013    2012

Non-executive Directors


E.J. Bärtschi
     68      -      71       139       116       105

W.P. Egan
     68      -      52       120       120       120

U-H. Felcht
     68      -      37       105       105       105


N. Hartery (d)
     68    10    382       460       473       305

J.M. de Jong (e)
     24      5      13         42       128       139

J.W. Kennedy
     68      -      37       105       105       105

D.A. McGovern Jr. (f)
     68      -      52       120         60            -

K. McGowan (d)
       -      -        -            -            -       145

H.A. McSharry (g)
     68      -      22         90         90         77

D.N. O’Connor
     68      -      56       124       124       112

H.Th. Rottinghuis (h)
     59      -      27         86            -            -
   627    15    749    1,391    1,321    1,213
(a)
Fee levels for non-executive Directors were unchanged in 2014.
(b)
Benefits: In the case of Nicky Hartery the amount reflects the reimbursement of travel expenses from his residence to his Chairman’s office in Dublin, which have been grossed up for Irish tax purposes. In the case of Jan Maarten de Jong, it includes the value of a gift given to him on his retirement.
(c)
Other Remuneration: Includes remuneration for Chairman, Board Committee work and allowances for non-executive Directors based outside of Ireland.
(d)
Nicky Hartery became Chairman on 9 May 2012 succeeding Kieran McGowan who retired as a non-executive Director on the same date.
(e)
Jan Maarten de Jong retired as a Director on 7 May 2014.
(f)
Don McGovern became a Director on 1 July 2013.
(g)
Heather Ann McSharry became a Director on 22 February 2012.
(h)
Henk Rottinghuis became a Director on 18 February 2014.

   Non-executive Director Fee Structure
  Table 43
Role Amount
Group Chairman(including non-executive Director salary and fees for committee work)
€450,000
Non-executive Director(basic salary and fees for committee work)
€90,000
Additional fees:
Senior Independent Director/Remuneration Committee Chairman*
€34,000
Audit Committee Chairman
€34,000
Fee for Europe-based non-executive Directors
€15,000
Fee for US-based non-executive Directors
€30,000
*  If the roles of Senior Independent Director and Remuneration Committee Chair are not combined, fees of €25,000 and €15,000 apply respectively.
122      CRH
Directors’ Remuneration Report |continued
⁽ⁱ⁾ For the purposes of comparability, the FTSE 100 Index has been converted to euro using the closing exchange rate at each year-end.
Other Disclosures
Fees paid to former Directors
No payments have been made to individual former directors in excess of the de minimis threshold of €20,000 per annum agreed by theRemuneration Committee.
Executives’ external appointments
The executive Directors may accept external appointments with the prior approval of the Board provided that such appointments do not prejudice the individual’s ability to fulfil their duties at the Group. Whether any related fees are retained by the individual or remitted to the Group is considered on a case-by-case basis.
Remuneration paid to Chief Executive 2009 - 2014
Table 46 below shows the total remuneration paid to the Chief Executive in the period 2009 to 2014 inclusive and shows bonuses and vested long-term incentive awards as a percentage of the maximum bonus and award that could have been received in each year. Albert Manifold succeeded Myles Lee as Chief Executive effective from 1 January 2014.
The percentage increase in the Chief Executive’s salary in the period 2009 to 2014 is set out in table 14 on page 108.
The percentage change in the Chief Executive’s salary, benefits and bonus between 2013 and 2014 was as follows:
Salary     +1.7%
Benefits  +69.6%
Bonus     +327.6%
The combined percentage change was +87.1%.
There was a 1.5% increase in the total average employment costs in respect of employees in the Group as a whole between 2013 and 2014.
Maeve Carton was appointed as a non-executive member of the National Treasury Management Agency, an Irish state body that provides asset and liability management services to the Irish government in December 2014.
Total Shareholder Return
The value at 31 December 2014 of €100 invested in 2004 and 2008 respectively, compared with the value of €100 invested in the Eurofirst 300 Index and the FTSE 100 Index (which CRH joined in December 2011) is shown in the graphs above.
TSR performance has been compared against the FTSE 100 and the Eurofirst 300 as these are broad general market indices on which CRH is a constituent. The Committee, therefore, considers that they offer a reasonable comparison for performance.
Compound TSR growth since the formation of the Group in 1970 (assuming the reinvestment of dividends) is 15.7%.
1  Value of bonus award each year as a percentage of the maximum opportunity.
2  Value of vested incentive awards as a percentage of the maximum opportunity; in respect of 2013 the long-term incentive award value is made up of vestings under the 2006 Performance Share Plan (49.1% of maximum) and the 2009 CEO LTIP (33.7% of maximum). There was no long-term incentive vesting in relation to awards with a performance period ending in 2012 or 2014.
CRH      123
                       Directors’ Remuneration Report |continued
Relative importance of spend on pay
Table 47 across sets out the amount paid by the Group in remuneration to employees compared to dividend distributions made to shareholders in 2013 and 2014. The average number of employees is set out in note 5 to the Consolidated Financial Statements on page 152. We have also shown the change in EBITDA (as defined)* performance year on year to provide an indication of the change in profit performance.
TheRemuneration Committee and Advisors
The non-executive Directors who were members of theRemuneration Committee during 2014, together with their record of attendance at Committee meetings, are identified on page 104. Don McGovern joined the Committee with effect from 1 January 2015.
Risk policies and systems
During 2014, the Chairman of theRemuneration Committee reviewed with theAudit Committee the Group’s remuneration structures from a risk perspective.
Remuneration consultants
Deloitte LLP was appointed as the Committee’s remuneration consultants in 2013 following a tender process. The Committee has satisfied itself that the advice provided by Deloitte is robust and independent and that the Deloitte LLP engagement partner and team that provide remuneration advice to the Committee do not have connections with CRH plc that may impair their independence. Deloitte are signatories to the Voluntary Code of Conduct in relation to executive remuneration consulting in the UK.
During 2014, Deloitte provided the following remuneration services:
– research and advice regarding remuneration trends, best practice and remuneration levels for executive and non-executive directors in companies of similar size and complexity;
– guidance and advice in relation to remuneration developments;
– analysis of TSR workings under the 2006 Performance Share Plan;
  2014 AGM – Remuneration Related Votes
Table 48

% in Favour

% Against

No. of votes
withheld

Total No. of
votes cast
(incl. votes
withheld)

% of issued
share capital

Directors’ Remuneration Report (“Say on Pay”)
98.1% 1.9% 13,587,697 511,227,387 69.6%
Remuneration Policy Report
95.2% 4.8% 3,648,186 511,208,343 69.6%

– advice in relation to remuneration matters generally; and
– attendance at Committee meetings, when required.
Deloitte also provide other consultancy services to the Company in relation to support for Internal Audit, when required and in respect of talent management and human resources, taxation and sustainability.
In respect of work carried out by Deloitte on behalf of theRemuneration Committee in 2014, fees in the amount of €49,000 were incurred.
2014 Annual General Meeting votes on remuneration matters
The voting outcome in respect of the remuneration related votes at the 2014 Annual General Meeting is set out in table 48 above.
Shareholder Engagement
The Chairman and theRemuneration Committee Chairman met with a number of the Group’s major shareholders in advance of the 2014 Annual General
Meeting. No issues of concern in relation to remuneration arose. As the voting was overwhelmingly in favour of the “Say on Pay” resolution, following the meeting theRemuneration Committee determined that there were no concerns with the Group’s remuneration structures that required investigation.
Following the 2014 Annual General Meeting we also met with a major shareholder to discuss the metrics used for CRH’s long-term incentive structures and we received correspondence from another shareholder regarding their perspectives in relation to the disclosure of annual targets (which we believe our disclosures on pages 113 and 114 address).
*  Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of equity accounted investments’ result after tax.
124      CRH
Directors’ Remuneration Report |continued
Details of remuneration charged against profit in 2014
Directors’ Remuneration¹(Audited)
Table 49
   2014                   2013                   2012
   € 000       € 000       € 000


Executive Directors
Basic salary    2,861       3,591       3,512
Performance-related incentive plan
- cash element    3,219       1,833       1,540
- deferred shares element    1,073       54       -
Retirement benefits expense    1,026       1,660       1,645
Benefits    114       126       128
   8,293       7,264       6,825
Provision for Chief Executive long-term incentive plan²    -       (1,062)       460
Total executive Directors’ remuneration    8,293       6,202       7,285
Average number of executive Directors    3.00       4.00       4.00
Non-executive Directors
Fees    627       578       557
Other remuneration    749       720       656
Benefits    15       23       -
Total non-executive Directors’ remuneration    1,391       1,321       1,213
Average number of non-executive Directors    9.30       8.50       8.20

Payments to former Directors³    23       23       29
Total Directors’ remuneration    9,707       7,546       8,527
            1
See analysis of 2014 remuneration by individual in tables 18 and 42 on pages 111 and 122.
2
As set out on page 95 of the 2013 Annual Report on Form 20-F, former Chief Executive Myles Lee had a special long-term incentive plan tied to the achievement of exceptional growth and key strategic goals for the five-year period 2009 to 2013 with a total maximum earnings potential of 40% of aggregate basic salary, amounting to a potential €2,312,000. The actual earnings under this plan amounted to €778,127, payment of which was made in 2014. Annual provisions of 40% of basic salary were made in respect of this plan for the years 2009 through 2012 amounting in total to €1,840,000. The difference between the total provided for and the sum paid, which amounts to €1,061,873, is reflected as a reduction in the amount of total Directors’ remuneration for 2013.
3
Consulting and other fees paid to a number of former directors.
CRH      125
Directors’ Remuneration Report |continued
Remuneration Policy Summary
The following summarises the key elements of CRH’s Remuneration Policy (the “Policy”), which was approved by shareholders at the 2014 Annual General Meeting. A copy of the Policy is available on the Group’s website, www.crh.com.
As an Irish incorporated company, CRH is not required to comply with section 439A of the UK Companies Act 2006 which requires UK companies to submit their remuneration policy to a binding shareholder vote. However, maintaining high levels of corporate governance is important to CRH and, therefore, the Company intends to operate within the Policy unless it is not practical to do so in exceptional circumstances. However, as an Irish incorporated company, CRH cannot rely on the statutory provisions applicable to UK companies under the 2013 UK Regulations which, in certain circumstances, can resolve any inconsistency between a remuneration policy and any contractual or other right of a Director. In the event there were to be such an inconsistency the Company may be obliged to honour any such right, notwithstanding it may be inconsistent with the Policy.
TheRemuneration Committee’s aim is to make sure that CRH’s pay structures are fair, responsible and competitive, in order that CRH can attract and retain staff of the calibre necessary for it to compete in all of its markets.
The Group’s remuneration structures are designed to drive performance and link rewards to responsibility and the individual contribution of executives. It is policy to grant participation in the Group’s performance-related plans to key management to encourage identification with shareholders’ interests and to create a community of interest among different regions and nationalities.
The policy on Directors’ remuneration, which is derived from the overall Group policy, is designed to:
help attract and retain Directors of the highest calibre who can bring their experience and independent views to the policy, strategic decisions and governance of CRH;
properly reward and motivate executive Directors to perform in the long-term interest of the shareholders;
provide an appropriate blend of fixed and variable remuneration and short and long-term incentives for executive Directors;
complement CRH’s strategy of fostering entrepreneurship in its regional companies by rewarding the creation of shareholder value through organic and acquisitive growth;
reflect the spread of the Group’s operations so that remuneration packages in each geographical area are appropriate and competitive for that area; and
reflect the risk policies of the Group.
In setting remuneration levels, theRemuneration Committee takes into consideration the remuneration practices of other international companies of similar size and scope and trends in executive remuneration generally, in each of the regions in which the Company operates. TheRemuneration Committee also takes into account the EU Commission’s recommendations on remuneration in listed companies.
Executive Director service contracts and policy on payment for loss of office
When determining leaving arrangements for an executive Director, the Committee takes into account any contractual agreements (including any incentive arrangements) and the performance and conduct of the individual.
Service contracts
The Chief Executive has entered into a service contract with the Company. Table 51 on page 127 sets out the key remuneration terms of this contract.
The Finance Director (Maeve Carton) and Chief Executive, Oldcastle, Inc. (Mark Towe) do not currently have service contracts. They do not have a notice period in excess of 12 months or an entitlement to any benefits on termination of employment. The Committee will determine the amount, if any, paid on termination taking into account the circumstances around departure and the prevailing employment law.
The Committee’s policy in this area is that service contracts will be put in place for newly appointed executive Directors and in cases where there is a significant step change in Directors’ responsibilities. It is currently anticipated that these terms will be similar to those agreed with the Chief Executive.
Under Irish company law, CRH is not required to make service contracts available for inspection as the notice period is less than 12 months. Service contracts will only be available with the executive Director’s consent due to data protection reasons.
On behalf of the Board
Dan O’Connor
Remuneration Committee Chairman
126      CRH
Directors’ Remuneration Report |continued
Remuneration Policy for non-executive Directors
Approach to Setting Fees
Basis of Fees
Other Items
Table 50
•   The remuneration of non-executive Directors is determined by a Board committee of the Chairman and the executive Directors.
•   TheRemuneration Committeedetermines the remuneration of the Chairman within the framework or broad policy agreed with the Board.
•   Remuneration is set at a level which will attract individuals with the necessary experience and ability to make a substantial contribution to the Company’s affairs and reflect the time and travel demands of Board duties.
•   Fees are set taking into account typical practice at other companies of a similar size and complexity to CRH.
•   Fees are reviewed at appropriate intervals.
•   Fees are paid in cash.
•   Non-executive Director fees policy is to pay:
-   A basic fee for membership of the Board;
-   An additional fee for chairing a Committee;
-   An additional fee for the role of Senior Independent Director (SID) (if the SID is not the Chairman of theRemunerationCommittee);
-   An additional fee to reflect committee work (combined fee for all committee roles); and
-   An additional fee based on the location of the Director to reflect time spent travelling to Board meetings.
•   Other fees may also be paid to reflect other board roles or responsibilities.
•   In accordance with the Articles of Association, shareholders set the maximum aggregate amount of the fees payable to non-executive Directors. The current limit of€750,000 was set by shareholders at the Annual General Meeting held in 2005.
•   The non-executive Directors do not participate in any of the Company’s performance-related incentive plans or share schemes.
•   Non-executive Directors do not receive pensions.
•   The Group Chairman is reimbursed for expenses incurred in travelling from his residence to his CRH office. The Company settles any tax incurred on this on his behalf.
•   Non-executive Directors do not currently receive any benefits. However, benefits may be provided in the future if, in the view of the Board (for non-executive Directors or for the Chairman), this was considered appropriate. The Company may settle any tax due on benefits.
Chief Executive Service Contract
Table 51
Notice period
•   12 months’ notice by the Company or the executive.
Expiry date
•   Indefinite duration.
•   Terms of contract will automatically terminate on the executive’s 62^nd birthday.
Termination payments
•   On lawful termination of employment, the Committee may, at its absolute discretion, make a termination payment in lieu of 12 months’ notice based on base salary, benefits and pension contribution due during that period.
•   Where the Company terminates the contract lawfully without notice then no payment in lieu of notice shall be due.
•   If, in the event of a change of control, there is a diminution in the role and responsibilities of the Chief Executive he may terminate the contract; on such termination a payment equal to one year’s remuneration (being salary, pension, other benefits and vested incentive awards) will be made to the executive.
Disability
•   In the event that the Chief Executive falls ill or is injured in such a way as which would constitute ill-health or disablement so that the Chief Executive could not work for a period of more than six months, in lieu of the early ill-health retirement provisions in the pension scheme which would otherwise operate in such cases, he shall be entitled to receive a disability salary of€1,000,000 per annum. Such payment would cease when the Chief Executive reaches age 60, returns to work or if the service agreement is terminated.
Other information
•   The Company retains the ability to suspend the executive from employment on full salary and to require the executive to observe a period of “garden leave” of up to 12 months on full salary, contractual benefits and pension contribution.
CRH      127
Directors’ Remuneration Report |continued
Policy table
Further details regarding the operation of the Policy can be found on pages 111 to 125 of the Annual Statement on Remuneration.
Fixed
Element
Base salary
Pension
Purpose and link to strategy
•   Competitive salaries help to attract and retain staff with the experience and knowledge required to enable the Group to compete in
its markets.
•   Pension arrangements provide competitive and appropriate retirement plans.
•   Given the long-term nature of the business, pension is an important part of the remuneration package to support creation of value and succession planning.
Operation
•   Base salaries are set by the Committee
taking into account:
–   the size and scope of the executive Director’s role and responsibilities;
–   the individual’s skills, experience and performance;
–   salary levels at FTSE listed companies of
a similar size and complexity to CRH and other international construction and
building materials companies; and
–   pay and conditions elsewhere in the Group.
•   Base salary is normally reviewed annually with changes generally effective on 1 January, although the Committee may make an out-of-cycle increase if it considers it to be appropriate.
•   Irish-based executive Directors participate in a contributory defined benefit scheme.
•   The US-based executive Director participates in a defined contribution scheme and in an unfunded Supplemental Executive Retirement Plan (SERP).
•   The defined benefit scheme which the Directors participate in is closed to new entrants.
•   For new appointments to the Board, the Committee may determine that alternative pension provisions will operate (for example a defined contribution scheme or cash contribution). When determining pension arrangements for new appointments, the Committee will give regard to existing entitlements, the cost of the arrangements, market practice and the pension arrangements received elsewhere in the Group.
Maximum opportunity
•   Base salaries are set at a level which the Committee considers to be appropriate taking into consideration the factors outlined in the “operation” section.
•   While there is no maximum base salary, normally increases will be in line with the typical level of increase awarded to other employees in the Group but may be higher in certain circumstances. These circumstances may include:
–   Where a new executive Director has been appointed at a lower salary, higher increases may be awarded over an initial period as the executive Director gains in experience and the salary is moved to what the Committee considers is an appropriate positioning;
–   Where there has been a significant increase in the scope or responsibility of an executive Director’s role or where an individual has been internally promoted, higher salary increases may be awarded; and
–   Where a larger increase is considered necessary to reflect significant changes in market practice.
•   The defined benefit pension is provided through an Irish Revenue approved retirement benefit scheme up until the pension cap established in the Finance Act 2006 (see details on page 111). Accrued benefits for service to 31 December 2011 are based on pensionable salary and years of service as at that date (annual accrual of 1/60^th), with this tranche being revalued annually at the Consumer Price Index subject to a 5% ceiling. For service subsequent to that date, a career-average revalued earnings system was introduced with each year of service being subject to annual revaluation on the same basis as outlined above. Irish based executive Directors receive a supplementary taxable non-pensionable cash allowance in lieu of pension benefits foregone as a result of the pension cap. These allowances are similar in value to the reduction in the Company’s liability represented by the pension benefit foregone. Whilst there is no absolute maximum to the quantum of these payments they are calculated based on actuarial advice as the equivalent of the reduction in the Company’s liability to each individual and spread over the term to retirement as annual compensation allowances.
•   The US-based executive Director participates in a defined contribution retirement plan in respect of basic salary; and in addition he participates in an unfunded defined contribution SERP also in respect of basic salary, to which contributions are made at an agreed rate (20%), offset by contributions made to the other retirement plan.
Performance measures
n/a
n/a
128      CRH
Directors’ Remuneration Report |continued
Table 52
Benefits
•   To provide a market-competitive level of benefits for executive Directors.
•   The Committee’s policy is to set benefit provision at an appropriate market competitive level taking into account market practice, the level of benefits provided for other employees in the Group, the individual’s home jurisdiction and the jurisdiction in which the individual is based.
•   Employment-related benefits include the use of company cars (or a car allowance), medical insurance for the Director and his/her family/life assurance.
•   In the event that the Chief Executive falls ill or is injured in such a way as which would constitute ill-health or disablement so that the Chief Executive could not work for a period of more than six months, in lieu of the early ill-health retirement provisions in the pension scheme which would otherwise operate in such cases, he shall be entitled to receive a disability salary of€1,000,000 per annum. Such payment would cease when the Chief Executive reaches age 60, returns to work or if the service agreement is terminated.
•   The Chief Executive, Oldcastle Inc. also receives benefits in relation to club membership and short term disability insurance.
•   Benefits may also be provided in respect of legal fees incurred in respect of agreeing service contracts, or similar agreements (for which the Company may settle any tax incurred by the executive Director) and a gift on retirement.
•   The Committee may remove benefits that executive Directors receive or introduce other benefits if it is considered appropriate to do so. The Company may also pay the tax due on benefits if it considers that it is appropriate to do so.
•   All-employee share schemes– executive Directors are eligible to participate in the Company’s all-employee share schemes on the same terms as other employees.
•   Relocation policy– where executive Directors are required to relocate to take up their role, the Committee may determine that they should receive appropriate relocation and ongoing expatriate benefits. The level of such benefits would be determined based on individual circumstances taking into account typical market practice.
•   The level of benefit provided will depend on the cost of providing individual items and the individual’s circumstances, and therefore the Committee has not set a maximum level of benefits.
n/a
CRH      129
Directors’ Remuneration Report |continued
Policy table continued
Performance-related pay
Element
Annual Bonus Plan
Purpose and link to strategy
•   The Annual Performance-related Incentive Plan is designed to reward the creation of shareholder value through operational excellence and organic and acquisitive growth. The Plan incentivises executive Directors to deliver Group and individual goals that support long-term value creation.
•   A Deferred Annual Performance-related Incentive Plan element links the value of executive Directors’ reward with the long-term performance of the CRH share price and aligns the interests of executive Directors with shareholders’ interests.
•   The ‘malus’ provision enables the Company to mitigate risk.
Operation
•   The Annual Performance-related Incentive Plan rewards executive Directors for meeting Company performance goals over a financial year of the Company. Targets are set annually by the Committee.
•   The annual bonus is paid in a mix of cash and shares (structured as a deferred share award).
•   For 2014:
–   75% of the bonus will be paid in cash; and
–   25% will be paid in shares.
•   In future years, the Committee may determine that a different balance between cash and shares is appropriate and adjust the relevant payments accordingly.
•   When assessing performance and determining bonus payouts the Committee also considers the underlying financial performance of the business to ensure it is consistent with the overall award level.
•   The deferred element of the bonus will be structured as a conditional share award or nil cost option and will normally vest after three years from grant (or a different period determined by the Committee). Deferred share awards may be settled in cash.
•   Dividend equivalents may be paid on deferred share awards in respect of dividends paid during the vesting period. These payments may be made in cash or shares and may assume the reinvestment of dividends on a cumulative basis.
•   For deferred awards granted from 2014, malus provisions apply. Cash bonus payments may be subject to clawback of the net amount paid for a period of three years from payment.
Maximum opportunity
•   Maximum annual opportunity of 150% of base salary.
Performance measures
•   The Annual Performance-related Incentive Plan is based on achieving clearly defined and stretching annual targets and strategic goals set by the Committee each year based on key business priorities.
•   The performance metrics used are a mix of financial targets including return goals and personal/strategic objectives generally including safety. Currently 80% of the bonus is based on financial performance measures. The Committee may vary the weightings of measures but no less than 50% shall be based on financial performance measures.
•   A portion of the bonus metrics for any Director may be linked to his/her specific area of responsibility.
•   Up to 50% of the maximum bonus will be paid for achieving target levels of performance.
130      CRH
Directors’ Remuneration Report |continued
Table 52
2014 Performance Share Plan (PSP)
•   The role of the PSP is to align the interest of key management across different regions and nationalities with those of shareholders through an interest in CRH shares and by incentivising the achievement of long-term performance goals.
•   Awards (in the form of conditional share awards or nil cost options) normally vest based on performance over a period of not less than three years. Awards may also be settled in cash.
•   Awards are normally subject to an additional holding period ending on the fifth anniversary of the grant date (or another date determined by the Committee).
•   Dividend equivalents may be paid on PSP awards that vest in respect of dividends paid during the vesting period until the end of the holding period. These payments may be made in cash or shares and may assume reinvestment on a cumulative basis.
•   For 2014 awards onwards, malus provisions (as set out in the rules of the PSP) will apply to awards.
•   The normal maximum award is 250% of salary per annum. In exceptional circumstances, the Committee may grant awards of up to 350% of base salary.
•   For 2014 the intended award levels are:
–   Chief Executive – 250% of base salary
–   Other executive Directors – 200% of base salary
•   Awards to be granted in 2014 will vest based on a relative TSR return compared to key peers and cumulative cash flow performance.
•   For threshold levels of performance 25% of the award vests with straight-line vesting to maximum.
•   When determining vesting under the PSP the Committee reviews whether the TSR performance has been impacted by unusual events and whether it, therefore, reflects the underlying performance of the business. In addition, the Committee will consider financial performance (including EPS) in the period to ensure that TSR performance is consistent with the objectives of the performance criteria and was not distorted by extraneous factors.
•   The Committee may amend the performance conditions if an event occurs that causes it to consider that an amended performance condition would be more appropriate and would not be materially less difficult to satisfy.
CRH      131
Consolidated Financial Statements
The following ~~financial statements,~~Consolidated Financial Statements, together with the reports of the Independent Registered Public Accounting Firm thereon, are filed as part of this Annual Report:
Page
Report of Independent Registered Public Accounting Firm
   98133
Consolidated Income Statement
   ~~100~~135
Consolidated Statement of Comprehensive Income
   ~~100~~135
Consolidated Balance Sheet
   ~~101~~136
Consolidated Statement of Changes in Equity
   ~~102~~137
Consolidated Statement of Cash Flows
   ~~103~~138
Accounting Policies
   ~~104~~139
Notes on Consolidated Financial Statements
146
~~118~~

~~CRH    97~~
132      CRH
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS - Auditors’ Report~~
REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM
To the Board of Directors and Shareholders of CRH public limited ~~company:~~company (CRH plc):
We have audited the accompanying Consolidated Balance Sheets of CRH ~~public limited company~~plc as of 31 December ~~2011~~2014 and ~~2010,~~2013, and the related Consolidated Income Statements and Consolidated Statements of Comprehensive Income, Changes in Equity and Cash Flows for each of the three years in the period ended 31 December ~~2011.~~2014. These ~~financial statements~~Consolidated Financial Statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the ~~financial statements~~Consolidated Financial Statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the ~~financial statements.~~Consolidated Financial Statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall ~~financial statement~~Consolidated Financial Statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the ~~financial statements~~Consolidated Financial Statements referred to above present fairly, in all material respects, the consolidated financial position of CRH ~~public limited company~~plc at 31 December ~~2011~~2014 and ~~2010,~~2013, and the consolidated results of its operations and its consolidated cash flows for each of the three years in the period ended 31 December ~~2011,~~2014, in conformity with International Financial Reporting Standards as issued by the International Accounting Standards Board.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), CRH ~~public limited company’s~~plc’s internal control over financial reporting as of 31 December ~~2011,~~2014, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organisations of the Treadway Commission (2013 Framework) and our report dated 2811 March ~~2012~~2015 expressed an unqualified opinion thereon.
ERNST & YOUNG
Dublin, Ireland
2811 March ~~2012~~2015

~~98    CRH~~
~~Consolidated Financial Statements~~

CRH      133
~~CONSOLIDATED FINANCIAL STATEMENTS - Auditors’ Report~~

REPORT OF INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM ON INTERNAL CONTROL OVER
FINANCIAL REPORTING
To the Board of Directors and Shareholders of CRH public limited ~~company:~~company (CRH plc):
We have audited CRH ~~public limited company’s~~plc’s internal control over financial reporting as of 31 December ~~2011,~~2014, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organisations of the Treadway Commission (2013 Framework) (the “COSO criteria”). CRH ~~public limited company’s~~plc’s management is responsible for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit.
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of ~~financial statements~~Consolidated Financial Statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of ~~financial statements~~Consolidated Financial Statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company’s assets that could have a material effect on the ~~financial statements.~~Consolidated Financial Statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
As indicated in the accompanying Management’s Report on Internal Control over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of business combinations completed during the year ended 31 December ~~2011,~~2014, which are included in the ~~2011~~2014 Consolidated Financial Statements of CRH ~~public limited company~~plc and constituted ~~3.1%~~0.7% and ~~5.5%~~1.2% of total and net assets, respectively, as of 31 December ~~2011~~2014 and ~~0.9%~~0.6% and ~~1.3%~~0.8% of revenues and Group profit, ~~for the financial year,~~ respectively, for the year then ended. Our audit of internal control over financial reporting of CRH ~~public limited company~~plc also did not include an evaluation of the internal control over financial reporting of business combinations completed during the year ended 31 December ~~2011.~~2014.
In our opinion, CRH ~~public limited company~~plc maintained, in all material respects, effective internal control over financial reporting as of 31 December ~~2011,~~2014, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the ~~2011~~2014 Consolidated Financial Statements of CRH ~~public limited company~~plc and our report dated 2811 March ~~2012~~2015 expressed an unqualified opinion thereon.
ERNST & YOUNG
Dublin, Ireland
2811 March ~~2012~~2015

~~CRH    99~~
134      CRH
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Consolidated Income Statement
for the financial year ended 31 December ~~2011~~2014

         2011
€m 2010
€m 2009
€m
Notes
1
   Revenue 18,081    17,173    17,373
3
   Cost of sales (13,179 ) (12,363 ) (12,510 )
   Gross profit 4,902    4,810    4,863
3
   Operating costs (4,031 ) (4,112 ) (3,908 )
1,4,6
   Group operating profit 871    698    955
1,5
   Profit on disposals 55    55    26
   Profit before finance costs 926    753    981
9
   Finance costs (262 ) (255 ) (305 )
9
   Finance income 33    37    35
9
   Other financial expense (28 ) (29 ) (27 )
10
   Group share of associates’ profit after tax 42    28    48
1
   Profit before tax 711    534    732
11
   Income tax expense (114 ) (95 ) (134 )
   Group profit for the financial year 597    439    598
   Profit attributable to:
   Equity holders of the Company 590    432    592
   Non-controlling interests 7    7    6
   Group profit for the financial year 597    439    598
13
   Basic earnings per Ordinary Share 82.6c    61.3c    88.3c
13
   Diluted earnings per Ordinary Share 82.6c    61.2c    87.9c
   All of the results relate to continuing operations.

Consolidated Statement of Comprehensive Income
for the financial year ended 31 December 2011



         2011
€m 2010
€m 2009
€m
Notes
   Group profit for the financial year 597    439    598
   Other comprehensive income
   Currency translation effects 107    519    (96 )
28
   Actuarial loss on Group defined benefit pension obligations (278 ) (33 ) (67 )
24
   (Losses)/gains relating to cash flow hedges (7 ) 10    15
11
   Tax on items recognised directly within other comprehensive income 58    4    18
   Net (expense)/income recognised directly within other comprehensive income (120 ) 500    (130 )
   Total comprehensive income for the financial year 477    939    468
   Attributable to:
   Equity holders of the Company 470    927    462
   Non-controlling interests 7    12    6
   Total comprehensive income for the financial year 477    939    468

2014
€m

2013
€m

2012
€m

Notes
1       Revenue    18,912    18,031    18,084
2       Cost of sales    (13,427 ) (13,153 ) (13,018 )
   Gross profit    5,485    4,878    5,066
2       Operating costs    (4,568 ) (4,778 ) (4,261 )
1,3,5,6       Group operating profit    917    100    805
1,4       Profit on disposals    77    26    230
   Profit before finance costs    994    126    1,035
8       Finance costs    (254 ) (262 ) (271 )
8       Finance income    8    13    15
8       Other financial expense    (42 ) (48 ) (49 )
9       Share of equity accounted investments’ profit/(loss)    55    (44 ) (84 )
1       Profit/(loss) before tax    761    (215 ) 646
10       Income tax expense    (177 ) (80 ) (106 )
   Group profit/(loss) for the financial year    584    (295 ) 540
   Profit/(loss) attributable to:
   Equity holders of the Company    582    (296 ) 538
   Non-controlling interests    2    1    2
   Group profit/(loss) for the financial year    584    (295 ) 540
12       Basic earnings/(loss) per Ordinary Share    78.9c    (40.6c ) 74.6c
12       Diluted earnings/(loss) per Ordinary Share    78.8c    (40.6c ) 74.5c
   All of the results relate to continuing operations.

Consolidated Statement of Comprehensive Income

for the financial year ended 31 December 2014





         2014
€m 2013
€m 2012
€m
Notes
   Group profit/(loss) for the financial year    584    (295 ) 540
   Other comprehensive income
   Items that may be reclassified to profit or loss in subsequent years:
   Currency translation effects    599    (373 ) (51 )
24       Losses relating to cash flow hedges    (6 ) (2 ) 1
      593    (375 ) (50 )
   Items that will not be reclassified to profit or loss in subsequent years:
27       Remeasurement of retirement benefit obligations    (414 ) 162    (146 )
10       Tax on items recognised directly within other comprehensive income    69    (43 ) 23
      (345 ) 119    (123 )
   Total other comprehensive income for the financial year    248    (256 ) (173 )
   Total comprehensive income for the financial year    832    (551 ) 367
   Attributable to:
   Equity holders of the Company    830    (552 ) 366
   Non-controlling interests    2    1    1
   Total comprehensive income for the financial year    832    (551 ) 367

~~100    CRH~~
~~Consolidated Financial Statements~~

CRH      135
~~CONSOLIDATED FINANCIAL STATEMENTS~~

Consolidated Balance Sheet
as at 31 December ~~2011~~2014

            2011
€m 2010
€m
Notes
   ASSETS
   Non-current assets
14
   Property, plant and equipment    8,936    8,892
15
   Intangible assets    4,488    4,305
16
   Investments accounted for using the equity method    948    1,037
16
   Other financial assets    239    149
24
   Derivative financial instruments    181    194
27
   Deferred income tax assets    290    385
   Total non-current assets    15,082    14,962
   Current assets
17
   Inventories    2,286    2,187
18
   Trade and other receivables    2,663    2,419
   Current income tax recoverable    8    112
24
   Derivative financial instruments    24    14
22
   Liquid investments    29    37
22
   Cash and cash equivalents    1,295    1,730
   Total current assets    6,305    6,499
   Total assets    21,387    21,461
   EQUITY
   Capital and reserves attributable to the Company’s equity holders
29
   Equity share capital    247    244
29
   Preference share capital    1    1
29
   Share premium account    4,047    3,915
29
   Treasury Shares and own shares    (183 ) (199 )
   Other reserves    168    147
   Foreign currency translation reserve    (119 ) (226 )
   Retained income    6,348    6,446
      10,509    10,328
   Non-controlling interests    74    83
   Total equity    10,583    10,411
   LIABILITIES
   Non-current liabilities
23
   Interest-bearing loans and borrowings    4,463    4,695
24
   Derivative financial instruments    20    33
27
   Deferred income tax liabilities    1,492    1,693
19
   Trade and other payables    204    163
28
   Retirement benefit obligations    664    474
26
   Provisions for liabilities    252    253
   Total non-current liabilities    7,095    7,311
   Current liabilities
19
   Trade and other payables    2,858    2,686
   Current income tax liabilities    201    199
23
   Interest-bearing loans and borrowings    519    666
24
   Derivative financial instruments    10    54
26
   Provisions for liabilities    121    134
   Total current liabilities    3,709    3,739
   Total liabilities    10,804    11,050
   Total equity and liabilities    21,387    21,461
~~CRH    101~~
~~Consolidated Financial Statements~~

2014
€m

2013
€m

Notes
   ASSETS
   Non-current assets
13       Property, plant and equipment 7,422    7,539
14       Intangible assets 4,173    3,911
15       Investments accounted for using the equity method 1,329    1,340
15       Other financial assets 23    23
17       Other receivables 85    93
24       Derivative financial instruments 87    63
26       Deferred income tax assets 171    107
   Total non-current assets 13,290    13,076
   Current assets
16       Inventories 2,260    2,254
17       Trade and other receivables 2,644    2,516
   Current income tax recoverable 15    26
24       Derivative financial instruments 15    17
22       Cash and cash equivalents 3,262    2,540
4       Assets held for sale 531    -
   Total current assets 8,727    7,353
   Total assets         22,017            20,429
   EQUITY
   Capital and reserves attributable to the Company’s equity holders
28       Equity share capital 253    251
28       Preference share capital 1    1
28       Share premium account 4,324    4,219
28       Treasury Shares and own shares (76 ) (118 )
   Other reserves 213    197
   Foreign currency translation reserve 57    (542 )
   Retained income 5,405    5,654
   10,177    9,662
   Non-controlling interests 21    24
   Total equity 10,198    9,686
   LIABILITIES
   Non-current liabilities
23       Interest-bearing loans and borrowings 5,419    4,579
24       Derivative financial instruments 3    34
26       Deferred income tax liabilities 1,305    1,166
18       Other payables 257    289
27       Retirement benefit obligations 711    410
25       Provisions for liabilities 257    231
   Total non-current liabilities 7,952    6,709
   Current liabilities
18       Trade and other payables 2,894    2,754
   Current income tax liabilities 154    151
23       Interest-bearing loans and borrowings 447    961
24       Derivative financial instruments 20    19
25       Provisions for liabilities 139    149
4       Liabilities associated with assets classified as held for sale 213    -
   Total current liabilities 3,867    4,034
   Total liabilities 11,819    10,743
   Total equity and liabilities 22,017    20,429

136      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Consolidated Statement of Changes in Equity
for the financial year ended 31 December ~~2011~~2014

      Attributable to the equity holders of the Company
      Issued
share
capital    Share
premium
account
Treasury
Shares/
own
shares
Other
reserves
Foreign
currency
translation
reserve
Retained
income Non -
controlling
interests Total
equity
Notes          €m    €m    €m €m    €m €m €m €m
   At 1 January 2011    245       3,915       (199 ) 147       (226 ) 6,446    83    10,411
   Group profit for the financial year    -       -       -    -       -    590    7    597
   Other comprehensive income    -       -       -    -       107    (227 ) -    (120 )
   Total comprehensive income    -       -       -    -       107    363    7    477
29       Issue of share capital (net of expenses)    3       132       -    -       -    -    -    135
8       Share-based payment expense
   - share option schemes    -       -       -    9       -    -    -    9
   - Performance Share Plan (PSP)    -       -       -    12       -    -    -    12
   Treasury/own shares reissued    -       -       16    -       -    (16 ) -    -
   Share option exercises    -       -       -    -       -    6    -    6
12       Dividends (including shares issued in lieu of dividends)    -       -       -    -       -    (445 ) (9 ) (454 )
31       Non-controlling interests arising on acquisition of subsidiaries    -       -       -    -       -    -    (2 ) (2 )
   Acquisition of non-controlling interests    -       -       -    -       -    (6 ) (5 ) (11 )
   At 31 December 2011    248       4,047       (183 ) 168       (119 ) 6,348    74    10,583
   The equivalent disclosure for the prior years are as follows:
   At 1 January 2010    242       3,778       (279 ) 128       (740 ) 6,508    73    9,710
   Group profit for the financial year    -       -       -    -       -    432    7    439
   Other comprehensive income    -       -       -    -       514    (19 ) 5    500
   Total comprehensive income    -       -       -    -       514    413    12    939
29       Issue of share capital (net of expenses)    3       137       -    -       -    -    -    140
8       Share-based payment expense
   - share option schemes    -       -       -    9       -    -    -    9
   - Performance Share Plan (PSP)    -       -       -    10       -    -    -    10
11       Tax relating to share-based payment expense    -       -       -    -       -    (2 ) -    (2 )
   Treasury/own shares reissued    -       -       80    -       -    (80 ) -    -
   Share option exercises    -       -       -    -       -    45    -    45
12       Dividends (including shares issued in lieu of dividends)    -       -       -    -       -    (438 ) (6 ) (444 )
31       Non-controlling interests arising on acquisition of subsidiaries    -       -       -    -       -    -    6    6
   Acquisition of non-controlling interests    -       -       -    -       -    -    (2 ) (2 )
   At 31 December 2010    245       3,915       (199 ) 147       (226 ) 6,446    83    10,411
   At 1 January 2009    187       2,448       (378 ) 87       (644 ) 6,387    70    8,157
   Group profit for the financial year    -       -       -    -       -    592    6    598
   Other comprehensive income    -       -       -    -       (96 ) (34 ) -    (130 )
   Total comprehensive income    -       -       -    -       (96 ) 558    6    468
29       Issue of share capital (net of expenses)    55       1,330       -    -       -    -    -    1,385
8       Share-based payment expense
   - share option schemes    -       -       -    18       -    -    -    18
   - Performance Share Plan (PSP)    -       -       -    10       -    -    -    10
   Reclassification of Performance Share Plan expense    -       -       (13 ) 13       -    -    -    -
11       Tax relating to share-based payment expense    -       -       -    -       -    3    -    3
   Treasury/own shares re-issued    -       -       114    -       -    (114 ) -    -
29       Shares acquired by Employee Benefit Trust (own shares)    -       -       (2 ) -       -    -    -    (2 )
   Share option exercises    -       -       -    -       -    60    -    60
12       Dividends (including shares issued in lieu of dividends)    -       -       -    -       -    (386 ) (7 ) (393 )
31       Non-controlling interests arising on acquisition of subsidiaries    -       -       -    -       -    -    4    4
   At 31 December 2009    242       3,778       (279 ) 128       (740 ) 6,508    73    9,710
Attributable to the equity holders of the Company

Issued
share
capital
€m

Share
premium
account
€m

Treasury
Shares/
own
shares
€m

Other
reserves
€m

Foreign
currency
translation
reserve
€m

Retained
income
€m

Non-
controlling
interests
€m

Total
equity
€m

Notes
At 1 January 2014 252    4,219    (118 ) 197    (542 ) 5,654    24    9,686
Group profit for the financial year -    -    -    -    -    582    2    584
Other comprehensive income -    -    -    -    599    (351 ) -    248
Total comprehensive income -    -    -    -    599    231    2    832
28    Issue of share capital (net of expenses) 2    105    -    -    -    -    -    107
7    Share-based payment expense
- share option schemes -    -    -    1    -    -    -    1
- Performance Share Plans/Restricted Share Plan -    -    -    15    -    -    -    15
28    Treasury/own shares reissued -    -    42    -    -    (42 ) -    -
Share option exercises -    -    -    -    -    22    -    22
11    Dividends (including shares issued in lieu of dividends) -    -    -    -    -    (460 ) (4 ) (464 )
Acquisition of non-controlling interests -    -    -    -    -    -    (1 ) (1 )
At 31 December 2014 254    4,324    (76 ) 213    57    5,405    21    10,198
for the financial year ended 31 December 2013
At 1 January 2013 250    4,133    (146 ) 182    (169 ) 6,303    36    10,589
Group loss for the financial year -    -    -    -    -    (296 ) 1    (295 )
Other comprehensive income -    -    -    -    (373 ) 117    -    (256 )
Total comprehensive income -    -    -    -    (373 ) (179 ) 1    (551 )
28    Issue of share capital (net of expenses) 2    86    -    -    -    -    -    88
7    Share-based payment expense
- share option schemes -    -    -    1    -    -    -    1
- Performance Share Plans/Restricted Share Plan -    -    -    14    -    -    -    14
28    Treasury/own shares reissued -    -    34    -    -    (34 ) -    -
28    Shares acquired by Employee Benefit Trust (own shares) -    -    (6 ) -    -    -    -    (6 )
Share option exercises -    -    -    -    -    19    -    19
11    Dividends (including shares issued in lieu of dividends) -    -    -    -    -    (455 ) (1 ) (456 )
30    Non-controlling interests arising on acquisition of subsidiaries -    -    -    -    -    -    1    1
Acquisition of non-controlling interests -    -    -    -    -    -    (13 ) (13 )
At 31 December 2013 252    4,219    (118 ) 197    (542 ) 5,654    24    9,686
for the financial year ended 31 December 2012
At 1 January 2012 248    4,047    (183 ) 168    (119 ) 6,358    41    10,560
Group profit for the financial year -    -    -    -    -    538    2    540
Other comprehensive income -    -    -    -    (50 ) (122 ) (1 ) (173 )
Total comprehensive income -    -    -    -    (50 ) 416    1    367
28    Issue of share capital (net of expenses) 2    86    -    -    -    -    -    88
7    Share-based payment expense
- Performance Share Plans (PSP) -    -    -    14    -    -    -    14
Treasury/own shares reissued -    -    37    -    -    (37 ) -    -
Share option exercises -    -    -    -    -    16    -    16
11    Dividends (including shares issued in lieu of dividends) -    -    -    -    -    (450 ) (4 ) (454 )
Acquisition of non-controlling interests -    -    -    -    -    -    (2 ) (2 )
At 31 December 2012 250    4,133    (146 ) 182    (169 ) 6,303    36    10,589

~~102    CRH~~
~~Consolidated Financial Statements~~

CRH      137
~~CONSOLIDATED FINANCIAL STATEMENTS~~

Consolidated Statement of Cash Flows
for the financial year ended 31 December ~~2011~~2014

        2011
€m    2010
€m    2009
€m
Notes
Cash flows from operating activities
Profit before tax      711       534       732
9    Finance costs (net)      257       247       297
10    Group share of associates’ profit after tax      (42 )    (28 )    (48 )
5    Profit on disposals      (55 )    (55 )    (26 )
Group operating profit      871       698       955
3    Depreciation charge (including impairments)      742       786       794
3    Amortisation of intangible assets (including impairments)      43       131       54
8    Share-based payment expense      21       19       28
Other movements      (109 )    (35 )    (37 )
20    Net movement on working capital and provisions      (211 )    142       740
Cash generated from operations      1,357       1,741       2,534
Interest paid (including finance leases)      (239 )    (283 )    (294 )
25    Decrease in liquid investments      4       33       65
Corporation tax paid      (96 )    (100 )    (104 )
Net cash inflow from operating activities      1,026       1,391       2,201
Cash flows from investing activities
5    Proceeds from disposals (net of cash disposed)      442       188       103
Interest received      32       35       31
Dividends received from associates      20       51       38
14    Purchase of property, plant and equipment      (576 )    (466 )    (532 )
31    Acquisition of subsidiaries and joint ventures (net of cash acquired)      (507 )    (436 )    (174 )
16    Other investments and advances      (24 )    (67 )    (244 )
20    Deferred and contingent acquisition consideration paid      (21 )    (27 )    (37 )
20    Decrease/(increase) in finance-related receivables      -       115       (115 )
Net cash outflow from investing activities      (634 )    (607 )    (930 )
Cash flows from financing activities
29    Proceeds from issue of shares (net)      -       -       1,237
Proceeds from exercise of share options      6       45       60
Acquisition of non-controlling interests      (11 )    (2 )    -
Increase in interest-bearing loans, borrowings and finance leases      101       566       757
Net cash flow arising from derivative financial instruments      (63 )    82       16
Treasury/own shares purchased      -       -       (2 )
Repayment of interest-bearing loans, borrowings and finance leases      (552 )    (885 )    (2,501 )
12    Dividends paid to equity holders of the Company      (310 )    (298 )    (238 )
12    Dividends paid to non-controlling interests      (9 )    (6 )    (7 )
Net cash outflow from financing activities      (838 )    (498 )    (678 )
(Decrease)/increase in cash and cash equivalents      (446 )    286       593
Reconciliation of opening to closing cash and cash equivalents
25    Cash and cash equivalents at 1 January      1,730       1,372       799
Translation adjustment      11       72       (20 )
(Decrease)/increase in cash and cash equivalents      (446 )    286       593
25    Cash and cash equivalents at 31 December      1,295       1,730       1,372
~~CRH    103~~
~~Consolidated Financial Statements~~

2014
€m

2013
€m

2012
€m

Notes
   Cash flows from operating activities
   Profit/(loss) before tax    761    (215 ) 646
8       Finance costs (net)    288    297    305
9       Share of equity accounted investments’ result    (55 ) 44    84
4       Profit on disposals    (77 ) (26 ) (230 )
   Group operating profit    917    100    805
2       Depreciation charge    631    671    686
2       Amortisation of intangible assets    44    54    44
2       Impairment charge    49    650    28
7       Share-based payment expense    16    15    14
   Other (primarily pension payments)    (66 ) (96 ) (152 )
19       Net movement on working capital and provisions    35    77    (58 )
   Cash generated from operations    1,626    1,471    1,367
   Interest paid (including finance leases)    (262 ) (269 ) (258 )
   Corporation tax paid    (127 ) (110 ) (124 )
   Net cash inflow from operating activities    1,237    1,092    985
   Cash flows from investing activities
4       Proceeds from disposals (net of cash disposed)    345    122    782
   Interest received    8    13    16
   Dividends received from equity accounted investments    30    33    35
13       Purchase of property, plant and equipment    (435 ) (497 ) (544 )
30       Acquisition of subsidiaries (net of cash acquired)    (151 ) (336 ) (418 )
15       Other investments and advances    (3 ) (78 ) (56 )
19       Deferred and contingent acquisition consideration paid    (26 ) (105 ) (30 )
   Net cash outflow from investing activities    (232 ) (848 ) (215 )
   Cash flows from financing activities
   Proceeds from exercise of share options    22    19    16
   Acquisition of non-controlling interests    (1 ) (13 ) (2 )
   Increase in interest-bearing loans, borrowings and finance leases    901    1,491    487
   Net cash flow arising from derivative financial instruments    (11 ) 64    13
28       Treasury/own shares purchased    -    (6 ) -
   Repayment of interest-bearing loans, borrowings and finance leases    (934 ) (586 ) (394 )
11       Dividends paid to equity holders of the Company    (353 ) (367 ) (362 )
11       Dividends paid to non-controlling interests    (4 ) (1 ) (4 )
   Net cash (outflow)/inflow from financing activities    (380 ) 601    (246 )
   Increase in cash and cash equivalents    625    845    524
   Reconciliation of opening to closing cash and cash equivalents
   Cash and cash equivalents at 1 January    2,540    1,747    1,246
   Translation adjustment    130    (52 ) (23 )
   Increase in cash and cash equivalents    625    845    524
22       Cash and cash equivalents at 31 December            3,295            2,540            1,747

138      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Accounting Policies ~~(including~~
(including key accounting estimates and assumptions)
~~Statement~~
Basis of ~~Compliance~~Preparation
The Consolidated Financial Statements of CRH plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as ~~issued~~adopted by the International Accounting Standards Board.
CRH plc, the Parent Company, is a publicly traded limited company incorporated and domiciled in the Republic of Ireland.
~~Basis of Preparation~~
The Consolidated Financial Statements, which are presented in euro millions, have been prepared under the historical cost convention as modified by the measurement at fair value of share-based payments, retirement benefit obligations and certain financial assets and liabilities including derivative financial instruments.
The accounting policies set out below have been applied consistently by all the Group’s subsidiaries, joint ventures and associates to all periods presented in these Consolidated Financial Statements.
Certain prior year disclosures have been amended to conform to current year presentation. €161 million and €143 million has been reclassified from cost of sales to operating expenses in 2013 and 2012 respectively to align with current year presentation.
Adoption of IFRS and International Financial Reporting Interpretations Committee (IFRIC) interpretations
~~IFRS and IFRIC interpretations~~
(i) The following standards and amendments have been adopted during the financial year
~~The Group has adopted the following new and revised IFRS and IFRIC interpretations in respect of the 2011 year-end:~~
•
~~IAS 24~~ ~~Related Party Disclosures (amendment)~~~~effective 1 January 2011~~

•
Offsetting Financial Assets and Financial Liabilities (Amendments toIAS 32Financial Instruments: ~~Presentation - Classification of Rights Issue (amendment)~~Presentation) ~~effective 1 February 2010~~

•
Recoverable Amount Disclosures for Non-Financial Assets(Amendments to~~IFRIC 14~~IAS 36 ~~Prepayments~~Impairment of ~~a Minimum Funding Requirement (amendment)~~Assets)~~effective 1 January 2011~~

•
Novation of Derivatives and Continuation of Hedge Accounting (Amendments to~~IFRIC 19~~IAS 39 ~~Extinguishing~~ Financial ~~Liabilities with Equity Instruments~~Instruments: Recognition and Measurement) ~~effective 1 July 2010~~

~~Improvements to IFRS (May 2010) - amendments applying in respect of the 2011 financial year-end~~
• IFRIC 21Levies
The application of the above standards and interpretations did not result in material changes into the ~~Group’s Consolidated Financial Statements.~~results or financial position of the Group.
(ii) IFRS and IFRICinterpretations ~~effective~~being adopted in ~~respect of the CRH 2012 financial year-end~~subsequent years
IFRS 15Revenue from Contracts with Customers will replace IAS 18Revenue, IAS 11Construction Contractsand related interpretations. The ~~Group has not applied the following standards and interpretations that have been issued but are not yet effective:~~
~~IFRS 7 Financial Instruments: Disclosures (amendment) effective 1 July 2011~~
•
~~IAS 12~~ ~~Income Taxes (amendment) - Deferred Taxes: Recovery of Underlying Assets~~~~effective 1 January 2012~~
~~The standards addressed above will be applied for the purposes of the Group Consolidated Financial Statements with effect from the dates listed and their application~~new standard is ~~not anticipated to have a material impact.~~
~~IFRS and IFRIC interpretations effective subsequent to the CRH 2012 financial year-end:~~
•
~~IAS 1~~~~Presentation of Items of Other Comprehensive Income -~~~~amendments to IAS 1 effective 1 July 2012~~
The amendment to IAS 1 changes the grouping of items presented in Other Comprehensive Income. This change in presentation is not anticipated to have a significant effect on the Group’s Consolidated Financial Statements and will be adopted from 1 July 2012.
~~104    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
•
~~IFRS 10~~ ~~Consolidated Financial Statements,~~~~IAS 27~~~~Separate Financial Statements~~~~effective 1 January 2013~~
IFRS 10 builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the Consolidated Financial Statements of the Group. The Group has yet to assess fully IFRS 10’s impact on its operations and will adopt itapplicable from 1 January ~~2013.~~
•
~~IFRS 11~~ ~~Joint Arrangements,~~~~IAS 28~~~~Investments in Associates and Joint Ventures~~~~effective 1 January 2013~~
2017 and is subject to EU endorsement. IFRS ~~11 replaces IAS 31~~~~Interests~~15 provides a new five step model to be applied to revenue arising from contracts with customers. The principles in ~~Joint Ventures~~~~. The Group currently uses proportionate consolidation~~IFRS 15 provide a more structured approach to ~~account for its share~~measuring and recognising revenue and may impact the timing and amount of its joint ventures’ income and expenses, assets and liabilities. Under the revised standard the option to account for joint ventures (as defined under IFRS 11) using proportionate consolidation has been removed and these arrangements will be accounted for using equity accounting.revenue recognised from contracts with customers. The Group is ~~in the process of~~currently assessing the impact of ~~this standard; however we do not envisage that it will have any effect~~IFRS 15.
IFRS 9Financial Instruments reflects the final phase of the IASB’s work on the ~~Group profit. The Group will adopt IFRS 11 from 1 January 2013.~~
•
~~IFRS 12~~ ~~Disclosure of Interests in Other Entities~~~~effective 1 January 2013~~
~~IFRS 12 includes the disclosure requirements for all forms~~replacement of ~~interests in other entities, including joint arrangements, associates, special purpose vehicles~~IAS 39Financial Instruments: Recognition and ~~other off balance sheet vehicles. The Group will adopt IFRS 12 from 1 January 2013.~~
•
~~IFRS 13~~ ~~Fair Value Measurement~~~~effective 1 January 2013~~
~~IFRS 13 provides guidance on how fair value accounting should be applied where its use is already required or permitted by other standards within IFRSs. The Group has yet~~Measurementand applies to ~~assess IFRS 13’s full impact and will adopt the Standard from 1 January 2013.~~
•
~~IFRIC 20~~ ~~Stripping Costs in the Production Phase of a Surface Mine~~~~effective 1 January 2013~~
IFRIC 20 provides guidance on the accounting treatment of stripping costs incurred during the production phase of a surface mine used to extract mineral resources. The Group has yet to assess the full impact of this interpretation and will adopt IFRIC 20 from 1 January 2013.
•
~~IAS 19~~~~Employee benefits (revised)~~~~effective 1 January 2013~~
IAS 19 was amended in June 2011. Under the revised standard interest cost and expected return on plan assets will be replaced with a net amount that is calculated by applying the discount rate to the net defined benefit liability (asset). There are also additional disclosure requirements relating to the sensitivity of the defined benefit obligation to changes in each significant actuarial assumption. The Group has yet to assess the full impact of the amendment but as the Group will no longer be permitted to take advanced credit for expected asset returns, this will likely result in an increase in the 2013 net pension expense. The Group will apply IAS 19 (revised) from 1 January 2013.
•
~~IFRS 9~~ ~~Financial Instruments - Classification and Measurement~~~~effective 1 January 2015~~
~~IFRS 9 addresses~~ the classification and measurement of financial ~~instruments (Phase 1). The Board’s work on~~assets and liabilities as defined in IAS 39, impairment, and the ~~other phases is ongoing and includes impairment~~application of ~~financial instruments and~~ hedge accounting. IFRS 9 is effective from 1 January 2018 and is awaiting EU endorsement. The ~~adoption of~~Group is currently assessing the ~~initial phases~~impact of IFRS ~~9 will have an effect on the classification and measurement of the Group’s financial assets and financial liabilities; which will be quantified in conjunction with the other phases when issued.~~9.
There are no other ~~IFRSs~~IFRS or IFRIC interpretations that are ~~not yet~~ effective subsequent to the CRH 2014 financial year-end that would ~~be expected to~~ have a material impact on the results or financial position of the Group.
Key Accounting Policies which involve Estimates, Assumptions and Judgements
The preparation of the Consolidated Financial Statements in accordance with IFRS requires management to make certain estimates, assumptions and judgements that affect the application of accounting policies and the
reported amounts of assets, liabilities, income and ~~expenses at the end of the reporting period.~~expenses. Management
~~CRH    105~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
believes that the estimates, assumptions and judgements upon which it relies are reasonable based on the information available to it at the time that those estimates, assumptions and judgements are made. In some cases, the accounting treatment of a particular transaction is specifically dictated by IFRS and does not require management’s judgement in its application.
Management consider that their use of estimates, assumptions and judgements in the application of the Group’s accounting policies are ~~inter-related~~interrelated and therefore discuss them together below. The critical accounting policies which involve significant estimates, or assumptions or judgements, the actual outcome of which could have a material impact on the Group’s results and financial position outlined below, are as follows:
Impairment of long-lived assets and goodwill – Notes 13 and 14
Impairment of property, plant and equipment and goodwill
The carrying values of items of property, plant and equipment are reviewed for indicators of impairment at each reporting date and are subject to impairment testing when events or changes in circumstances indicate that the carrying values may not be recoverable. Goodwill is subject to impairment testing on an annual basis and at any time during the year if an indicator of impairment is considered to exist. A decision to dispose of a business unit represents one such indicator and in these circumstances the recoverable amount is assessed on a fair value less costs of disposal basis. In the year in which a business combination is effected and where some or all of the goodwill allocated to a particular cash-generating unit arose in respect of that combination, the cash-generating unit is tested for impairment prior to the end of the relevant annual period.
Property, plant and equipment assets are reviewed for potential impairment by applying a series of external and internal indicators specific to the assets under consideration; these indicators encompass macroeconomic issues including the inherent cyclicality of the building materials sector, actual obsolescence or physical damage, a deterioration in forecast performance in the internal reporting cycle and restructuring and rationalisation programmes.
Where the carrying value exceeds the estimated recoverable amount (being the greater of fair value less costs of disposal and value-in-use), an impairment loss is recognised by writing down the assets to their recoverable amount. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the future cash flow estimates have not been adjusted. The estimates of future cash flows exclude cash inflows or outflows attributable to financing activities and income tax. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined by reference to the cash-generating unit to which the asset belongs. Impairment losses arising in respect of goodwill are not reversed once recognised.
Goodwill relating to associates and joint ventures is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Where indicators of impairment of an investment arise in accordance with the requirements of IAS 39Financial Instruments: Recognition and Measurement, the carrying amount is tested for impairment by comparing its recoverable amount with its carrying amount.
The impairment testing process requires management to make significant judgements and estimates regarding the future cash flows expected to be generated by the use of and, if applicable, the eventual disposal of, long-lived assets and goodwill as well as other factors to determine the fair value of the assets. Management periodically evaluates and updates the estimates based on the conditions which influence these variables. A detailed discussion of the impairment methodology applied and key assumptions used by the Group in the context of long-lived assets and goodwill is provided in note 14 to the Consolidated Financial Statements.
CRH      139
Accounting Policies|continued
The assumptions and conditions for determining impairments of long-lived assets and goodwill reflect management’s best assumptions and estimates, but these items involve inherent uncertainties described above, many of which are not under management’s control. As a result, the accounting for such items could result in different estimates or amounts if management used different assumptions or if different conditions occur in future accounting periods.
Retirement benefit obligations – Note 27
Costs arising in respect of the Group’s defined contribution pension schemes are charged to the Consolidated Income Statement in the period in which they are incurred. The Group has no legal or constructive obligation to pay further contributions in the event that the fund does not hold sufficient assets to meet its benefit commitments.
The liabilities and costs associated with the Group’s defined benefit pension schemes (both funded and unfunded) are assessed on the basis of the projected unit credit method by professionally qualified actuaries and are arrived at using actuarial assumptions based on market expectations at the balance sheet date. The discount rates employed in determining the present value of the schemes’ liabilities are determined by reference to market yields at the balance sheet date on high-quality corporate bonds of a currency and term consistent with the currency and term of the associated post-employment benefit obligations.
The net surplus or deficit arising on the Group’s defined benefit pension schemes, together with the liabilities associated with the unfunded schemes, are shown either within non-current assets or non-current liabilities in the Consolidated Balance Sheet. The deferred tax impact of pension scheme surpluses and deficits is disclosed separately within deferred tax assets or liabilities as appropriate. Remeasurements, comprising of actuarial gains and losses and the return on plan assets (excluding net interest), are recognised immediately in the Consolidated Balance Sheet with a corresponding debit or credit to retained earnings through other comprehensive income in the period in which they occur. Remeasurements are not reclassified to profit or loss in subsequent periods.
The defined benefit pension asset or liability in the Consolidated Balance Sheet comprises the total for each plan of the present value of the defined benefit obligation less the fair value of plan assets out of which the obligations are to be settled directly. Plan assets are assets that are held by a long-term employee benefit fund or qualifying insurance policies. Fair value is based on market price information and, in the case of published securities, it is the published bid price. The value of any defined benefit asset is limited to the present value of any economic benefits available in the form of refunds from the plan and reductions in the future contributions to the plan.
The Group’s obligation in respect of post-employment healthcare and life assurance benefits represents the amount of future benefit that employees have earned in return for service in the current and prior periods. The obligation is computed on the basis of the projected unit credit method and is discounted to present value using a discount rate equating to the market yield at the balance sheet date on high-quality corporate bonds of a currency and term consistent with the currency and estimated term of the post-employment obligations.
Assumptions
The assumptions underlying the actuarial valuations from which the amounts recognised in the Consolidated Financial Statements are determined (including discount rates, rates of increase in future compensation levels, mortality rates and healthcare cost trend rates) are updated annually based on current economic conditions and for any relevant changes to the terms and conditions of the pension and post-retirement plans. These assumptions can be affected by (i) for the discount rate, changes in the rates of return on high-quality corporate bonds; (ii) for future compensation levels, future labour market conditions and (iii) for healthcare cost trend rates, the rate of medical cost inflation in the
relevant regions. The weighted average actuarial assumptions used and sensitivity analysis in relation to the significant assumptions employed in the determination of pension and other post-retirement liabilities are contained in note 27 to the Consolidated Financial Statements.
While management believes that the assumptions used are appropriate, differences in actual experience or changes in assumptions may affect the obligations and expenses recognised in future accounting periods. The assets and liabilities of defined benefit pension schemes may exhibit significant period-on-period volatility attributable primarily to changes in bond yields and longevity. In addition to future service contributions, significant cash contributions may be required to remediate past service deficits.
Provisions for liabilities -– Note 2625
A provision is recognised when the Group has a present obligation (either legal or constructive) as a result of a past event, it is probable that a transfer of economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Group anticipates that a provision will be reimbursed, the reimbursement is recognised as a separate asset only when it is virtually certain that the reimbursement will arise. The expense relating to any provision is presented in the Consolidated Income Statement net of any reimbursement. Provisions are measured at the present value of the expenditures expected to be required to settle the obligation. The increase in the provision due to passage of time is recognised as an interest expense. Provisions arising on business combination activity are recognised only to the extent that they would have qualified for recognition in the financial statements of the acquiree prior to acquisition. Provisions are not recognised for future operating losses.
Rationalisation and redundancy provisions
Provisions for rationalisation and redundancy are established when a detailed restructuring plan has been drawn up, resolved upon by the responsible decision-making level of management and communicated to the employees who are affected by the plan. These provisions are recognised at the present value of future disbursements and cover only expenses that arise directly from restructuring measures and are necessary for ~~restructuring and~~restructuring; these provisions exclude costs related to future business operations. Restructuring measures may include the sale or termination of business units, site closures and relocation of business activities, changes in management structure or a fundamental reorganisation of departments or business units.
Environmental and remediation provisions
The measurement of environmental and remediation provisions is based on an evaluation of currently available facts with respect to each individual site and considers factors such as existing technology, currently enacted laws and regulations and prior experience in remediation of sites. Inherent uncertainties exist in such evaluations primarily due to unknown conditions, changing governmental regulations and legal standards regarding liability, the protracted length of the clean-up periods and evolving technologies. The environmental and remediation liabilities provided for in the Consolidated Financial Statements reflect the information available to management at the time of determination of the liability and are adjusted periodically as remediation efforts progress or as additional technical or legal information becomes available. Due to the inherent uncertainties described above, many of which are not under management’s control, the accounting for such items could result in different amounts if management used different assumptions or if different conditions occur in future accounting periods.
Legal contingencies
The status of each significant claim and legal proceeding in which the Group is involved is reviewed by management on a periodic basis and the Group’s potential financial exposure is assessed. If the potential loss from any claim or legal proceeding is considered probable, and the amount can be estimated, a liability is recognised for the estimated loss. Because of the uncertainties inherent in such matters, the related provisions are based on
140      CRH
the best information available at the time; the issues taken into account by management and factored into the assessment of legal contingencies include, as applicable, the status of settlement negotiations, interpretations of contractual obligations, prior experience with similar contingencies/claims, the availability of insurance to protect against the downside exposure and advice obtained from legal counsel and other third
~~106    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
parties. As additional information becomes available on pending claims, the potential liability is reassessed and revisions are made to the amounts accrued where appropriate. Such revisions in the estimates of the potential liabilities could have a material impact on the results of operations and financial position of the Group.
~~Retirement benefit obligations - Note 28~~
Costs arising in respect of the Group’s defined contribution pension schemes are charged to the Consolidated Income Statement in the period in which they are incurred. The Group has no legal or constructive obligation to pay further contributions in the event that the fund does not hold sufficient assets to meet its benefit commitments.
The liabilities and costs associated with the Group’s defined benefit pension schemes (both funded and unfunded) are assessed on the basis of the projected unit credit method by professionally qualified actuaries and are arrived at using actuarial assumptions based on market expectations at the balance sheet date. The discount rates employed in determining the present value of the schemes’ liabilities are determined by reference to market yields at the balance sheet date on high-quality corporate bonds of a currency and term consistent with the currency and term of the associated post-employment benefit obligations.
When the benefits of a defined benefit scheme are improved, the portion of the increased benefit relating to past service by employees is recognised as an expense in the Consolidated Income Statement on a straight-line basis over the average period until the benefits become vested. To the extent that the enhanced benefits vest immediately, the related expense is recognised immediately in the Consolidated Income Statement.
The net surplus or deficit arising on the Group’s defined benefit pension schemes, together with the liabilities associated with the unfunded schemes, are shown either within non-current assets or non-current liabilities in the Consolidated Balance Sheet. The deferred tax impact of pension scheme surpluses and deficits is disclosed separately within deferred tax assets or liabilities as appropriate. Actuarial gains and losses are recognised immediately in the Consolidated Statement of Comprehensive Income.
The defined benefit pension asset or liability in the Consolidated Balance Sheet comprises the total for each plan of the present value of the defined benefit obligation less the fair value of plan assets out of which the obligations are to be settled directly. Plan assets are assets that are held by a long-term employee benefit fund or qualifying insurance policies. Fair value is based on market price information and in the case of published securities it is the published bid price. The value of any defined benefit asset is limited to the present value of any economic benefits available in the form of refunds from the plan and reductions in the future contributions to the plan.
The Group’s obligation in respect of post-employment healthcare and life assurance benefits represents the amount of future benefit that employees have earned in return for service in the current and prior periods. The obligation is computed on the basis of the projected unit credit method and is discounted to present value using a discount rate equating to the market yield at the balance sheet date on high-quality corporate bonds of a currency and term consistent with the currency and estimated term of the post-employment obligations.
~~Assumptions~~
The assumptions underlying the actuarial valuations from which the amounts recognised in the Consolidated Financial Statements are determined (including discount rates, expected return on plan assets, rate of increase in future compensation levels, mortality rates and healthcare cost trend rates) are updated annually based on current economic conditions and for any relevant changes to the terms and conditions of the pension and post-retirement plans. These assumptions can be affected by (i) for the discount rate, changes in the rates of return on high-quality corporate bonds; (ii) for the expected return on plan assets, changes in the pension plans’ strategic asset allocations to various investment types or to long-term return trend rates in the capital markets in which the pension fund assets are invested; (iii) for future compensation levels, future labour market conditions and (iv) for healthcare cost trend rates, the rate of medical cost inflation in the relevant regions. The weighted average actuarial assumptions used and sensitivity analysis in relation to the discount rates employed in the determination of pension and other post-retirement liabilities are contained in Note 28 to the Consolidated Financial Statements.
~~CRH    107~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
While management believes that the assumptions used are appropriate, differences in actual experience or changes in assumptions may affect the obligations and expenses recognised in future accounting periods.
Taxation -– current and deferred -– Notes 1110 and 2726
Current tax represents the expected tax payable (or recoverable) on the taxable profit for the year using tax rates enacted for the period. Any interest or penalties arising are included within current tax. Where items are accounted for outside of profit or loss, the related income tax is recognised either in other comprehensive income or directly in equity as appropriate.
Deferred tax is recognised using the liability method on temporary differences arising at the balance sheet date between the tax bases of assets and liabilities and their carrying amounts in the Consolidated Financial Statements. However, deferred tax liabilities are not recognised if they arise from the initial recognition of goodwill; in addition, deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting nor taxable profit or loss. NoFor the most part, no provision has been made for temporary differences applicable to investments in subsidiaries and ~~interests in~~ joint ventures as the Group is in a position to control the timing of reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future. However, a temporary difference has been recognised to the extent that specific assets have been identified for sale or where there is a specific intention to unwind the temporary difference in the foreseeable future. Due to the absence of control in the context of associates (significant influence only), deferred tax liabilities are recognised where appropriate in respect of CRH’s investments in these entities on the basis that the exercise of significant influence would not necessarily prevent earnings being remitted by other shareholders in the undertaking.
Deferred tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled. Deferred tax assets and liabilities are not subject to discounting.
Deferred tax assets are recognised in respect of all deductible temporary differences, carry-forward of unused tax credits and unused tax losses to the extent that it is probable that taxable profits will be available against which the temporary differences can be utilised. The carrying amounts of deferred tax assets are subject to review at each balance sheet date and are reduced to the extent that future taxable profits are considered to be inadequate to allow all or part of any deferred tax asset to be utilised.
The Group’s income tax charge is based on reported profit and expected statutory tax rates, which reflect various allowances and reliefs and tax planning opportunities available to the Group in the multiple tax jurisdictions in which it operates. The determination of the Group’s provision for income tax requires certain judgements and estimates in relation to matters where the ultimate tax outcome may not be certain. The recognition or non-recognition of deferred tax assets as appropriate also requires judgement as it involves an assessment of the future recoverability of those assets. In addition, the Group is subject to tax audits which can involve complex issues that could require extended periods for resolution. Although management believes that the estimates included in the Consolidated Financial Statements and its tax return positions are reasonable, no assurance can be given that the final outcome of these
matters will not be different than that which is reflected in the Group’s historical income tax provisions and accruals. Any such differences could have a material impact on the income tax provision and profit for the period in which such a determination is made.
Property, plant and equipment -– Note 1413
The Group’s accounting policy for property, plant and equipment is considered critical because the carrying value of€~~8,936~~ €7,422 million at 31 December ~~2011~~2014 represents a significant portion ~~(42%~~(34%) of total assets at that date. Property, plant and equipment are stated at cost less any accumulated depreciation and any accumulated impairments except for certain items that had been revalued to fair value prior to the date of transition to IFRS (1 January 2004).
Repair and maintenance expenditure is included in an asset’s carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repair and maintenance expenditure is charged to the Consolidated Income Statement during the financial period in which it is incurred.
~~108    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Borrowing costs incurred in the construction of major assets which take a substantial period of time to complete are capitalised in the financial period in which they are incurred.
In the application of the Group’s accounting policy, judgement is exercised by management in the determination of residual values and useful lives. Depreciation and depletion is calculated to write off the book value of each item of property, plant and equipment over its useful economic life on a straight-line basis at the following rates:
Land and buildings: The book value of mineral-bearing land, less an estimate of its residual value, is depleted over the period of the mineral extraction in the proportion which production for the year bears to the latest estimates of proven and probable mineral reserves. Land other than mineral-bearing land is not depreciated. In general, buildings are depreciated at 2.5% per annum (“p.a.”).
Plant and machinery:These are depreciated at rates ranging from 3.3% p.a. to 20% p.a. depending on the type of asset.
~~Transport:~~ On Plant and machinery includes transport which is, on average, ~~transport equipment is~~ depreciated at 20% p.a.
Depreciation methods, useful lives and residual values are reviewed at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the depreciation period or method as appropriate on a prospective basis.
~~Impairment of long-lived assets and goodwill – Notes 14 and 15~~
~~Impairment~~ For the Group’s accounting policy on impairment of property, plant and equipment ~~and goodwill~~
~~The carrying values of items of property, plant and equipment are reviewed for indicators of~~please see impairment at each reporting date and are subject to impairment testing when events or changes in circumstances indicate that the carrying values may not be recoverable. Goodwill is subject to impairment testing on an annual basis and at any time during the year if an indicator of impairment is considered to exist. In the year in which a business combination is effected and where some or all of the goodwill allocated to a particular cash-generating unit arose in respect of that combination, the cash-generating unit is tested for impairment prior to the end of the relevant annual period.
Property, plant and equipment assets are reviewed for potential impairment by applying a series of external and internal indicators specific to the assets under consideration; these indicators encompass macroeconomic issues including the inherent cyclicality of the building materials sector, actual obsolescence or physical damage, a deterioration in forecast performance in the internal reporting cycle and restructuring and rationalisation programmes.
Where the carrying value exceeds the estimated recoverable amount (being the greater of fair value less costs to sell and value-in-use), an impairment loss is recognised by writing down the assets to their recoverable amount. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the future cash flow estimates have not been adjusted. The estimates of future cash flows exclude cash inflows or outflows attributable to financing activities and income tax. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined by reference to the cash-generating unit to which the asset belongs. Impairment losses arising in respect of goodwill are not reversed once recognised.
Goodwill relating to associates is included in the carrying amount of the investment and is neither amortised nor individually tested for impairment. Where indicators of impairment of an investment arise in accordance with the requirements of IAS 39~~Financial Instruments: Recognition and Measurement,~~ ~~the carrying amount is tested for impairment by comparing its recoverable amount with its carrying amount.~~
The impairment testing process requires management to make significant judgements and estimates regarding the future cash flows expected to be generated by the use of and, if applicable, the eventual disposal of long-lived assets and ~~goodwill as well as other factors to determine the fair value of the assets. Management periodically evaluates and updates the estimates based on the conditions which influence these variables. A~~goodwill.
~~CRH    109~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
detailed discussion of the impairment methodology applied and key assumptions used by the Group in the context of long-lived assets and goodwill is provided in Notes 14 and 15 to the Consolidated Financial Statements.
The assumptions and conditions for determining impairments of long-lived assets and goodwill reflect management’s best assumptions and estimates, but these items involve inherent uncertainties described above, many of which are not under management’s control. As a result, the accounting for such items could result in different estimates or amounts if management used different assumptions or if different conditions occur in future accounting periods.
Other Significant Accounting Policies
Basis of consolidation
The Consolidated Financial Statements include the financial statements of the Parent Company and all subsidiaries, joint ventures and associates, drawn up to 31 December each year. The financial year-ends of the Group’s subsidiaries, joint ventures and associates are co-terminous.
Subsidiaries
Subsidiaries are all entities over which the Group has control. The ~~financial statements of subsidiaries~~Group controls an entity when the Group is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Subsidiaries are ~~included in the Consolidated Financial Statements~~fully consolidated from the date on which control ~~over~~is transferred to the ~~operating and financial decisions is obtained and cease to be consolidated~~Group. They are deconsolidated from the date ~~on which the Group loses control. The existence and effect of potential voting rights~~ that ~~are currently exercisable or convertible are considered in determining the existence or otherwise of control.~~control ceases. A change in the ownership interest of a subsidiary without a change ofin control is accounted for as an equity transaction.
Non-controlling interests represent the portion of the equity of a subsidiary not attributable either directly or indirectly to the Parent Company and are presented separately in the Consolidated Income Statement and within equity in the Consolidated Balance Sheet, distinguished from Parent
CRH      141
Accounting Policies|continued
Company shareholders’ equity. Acquisitions of non-controlling interests are accounted for as transactions with equity holders in their capacity as equity holders and therefore no goodwill is recognised as a result of such transactions. On an acquisition by acquisition basis, the Group recognises any non-controlling interest in the acquiree either at fair value or at the non-controlling interest’s proportionate share of the acquiree’s net assets.
~~Joint ventures - Note 2~~
~~The Group’s share of results and net assets of joint ventures (jointly controlled entities which are entities~~Investments in which the Group holds an interest on a long-term basis and which are jointly controlled by the Group and one or more other venturers under a contractual arrangement) are accounted for on the basis of proportionate consolidation from the date on which the contractual agreements stipulating joint control are finalised and are derecognised when joint control ceases. The Group combines its share of the joint ventures’ individual income and expenses, assets and liabilities and cash flows on a line-by-line basis with similar items in the Consolidated Financial Statements.
~~Loans to joint ventures (after proportionate elimination) are classified as loans and receivables within financial assets and are recorded at amortised cost.~~
~~Associates - Note 10~~
~~Entities other than subsidiaries~~associates and joint ventures in– Notes 9 and 15
An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of an entity, but is not control or joint control over those policies.
A joint venture is a ~~participating interest,~~type of joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture. Joint control is the contractually agreed sharing of control of the arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control.
The Group’s investments in its associates and ~~over whose operating and financial policies the Group is in a position to exercise significant influence,~~joint ventures are accounted for ~~as associates~~ using the equity method ~~and are included in the Consolidated Financial Statements~~ from the date ~~on which~~ significant ~~influence~~influence/joint control is deemed to arise until the date on which ~~such influence~~significant influence/joint control ceases to ~~exist. Under~~exist or when the ~~equity method, the~~interest becomes classified as an asset held for sale.
The Consolidated Income Statement reflects the Group’s share of profit after tax of the related ~~associates.~~associates and joint ventures. Investments in associates and joint ventures are carried in the Consolidated Balance Sheet at cost, adjusted in respect of post-acquisition changes in the Group’s share of net assets, less any impairment in value. Loans advanced to equity accounted investments that have the characteristics of equity financing are also included in the investment held on the Consolidated Balance Sheet. If necessary, impairment losses on the carrying amount of an investment are reported within the Group’s share of ~~associates’ profit after tax~~equity accounted investments’ results in the Consolidated Income Statement. If the Group’s share of losses exceeds the
~~110    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
carrying amount of an associate or joint venture, the carrying amount is reduced to nil and recognition of further losses is discontinued except to the extent that the Group has incurred obligations in respect of the ~~associate.~~associate or joint venture.
Transactions eliminated on consolidation
Intra-group balances and transactions, income and expenses, and any unrealised gains or losses arising from such transactions, are eliminated in preparing the Consolidated Financial Statements. Unrealised gains arising from transactions with joint ventures and associates are eliminated to the extent of the Group’s interest in the entity. Unrealised losses are eliminated in the same manner as unrealised gains, but only to the extent that there is no evidence of impairment in the Group’s interest in the entity.
Revenue recognition
Revenue represents the value of goods and services supplied and is net of trade discounts and value added tax/sales tax. Other than in the case of construction contracts, revenue is recognised to the extent that revenue and related costs incurred or to be incurred are subject to reliable measurement, that it is probable that economic benefits will flow to the Group and that the significant risks and rewards of ownership have passed to the buyer, usually on delivery of the goods.
Construction contracts
The Group engages primarily in the performance of fixed price contracts, as opposed to cost plus ~~contracts, and~~contracts. Contract costs are recognised as incurred.
When the outcome of a contract can be estimated reliably the Group recognises revenue in accordance with the percentage-of-completion ~~method, with the~~method. The completion percentage ~~being computed~~is generally ~~by reference to~~measured based on the proportion ~~that~~of contract costs incurred at the balance sheet date ~~bear~~relative to the total estimated costs ~~of the contract.~~
Contract costs are recognised as incurred. When the outcome of a construction contract can be estimated reliably and it is probable that the contract will be profitable, contract revenue is recognised over the period of the contract. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred where it is probable that these costs will be recoverable.
When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised immediately as an expense. Revenue and/or costs in respect of variations or contracts claims and incentive payments, to the extent that they arise, are recognised when it is probable that the amount, which can be measured reliably, will be recovered from/paid to the customer.
If circumstances arise that may change the original estimates of revenues, costs or extent of progress towards completion, estimates are revised. These revisions may result in increases or decreases in revenue or costs and are reflected in income in the period in which the circumstances that give rise to the revision became known by management.
Segment reporting -– Note 1
Operating segments are reported in a manner consistent with the internal organisational and management structure and the internal reporting information provided to the Chief Operating Decision-Maker who is responsible for allocating resources and assessing performance of the operating segments.
Assets and liabilities held for sale – Note 4
Non-current assets and disposal groups classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell.
Non-current assets and disposal groups are classified as held for sale if their carrying amounts will be recovered through a sale transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the asset or disposal group is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets. Management must be committed to the sale, which should be expected to qualify for recognition as a completed sale within one year from the date of classification as held for sale.
Property, plant and equipment and intangible assets are not depreciated or amortised once classified as held for sale. The Group ceases to use the equity method of accounting from the date on which an interest in a joint venture or associate becomes held for sale. Non-current assets classified as held for sale and liabilities directly associated with those assets are presented separately as current items in the Consolidated Balance Sheet.
Share-based payments -– Note 87
The Group operates ~~both Share Option Schemes and~~ a ~~Performance Share Plan.~~number of equity-settled share-based payment plans. Its policy in relation to the granting of share options and ~~the granting of~~ awards under ~~the Performance Share Plan~~these plans, together with the nature of the underlying market and non-market performance and other vesting conditions, are addressed in the Directors’ Remuneration Report on ~~Directors’ Remuneration on pages 86 to 89.~~page 112. The ~~Group’s employee share options~~Group has no exposure in respect of cash-settled share-based payment transactions and ~~shares awarded under the Performance Share Plan are equity-settled~~ share-based ~~payments as defined in IFRS 2 Share-Based Payment.~~payment transactions with cash alternatives.
Share options
For share option awards, the Group measures the services received and the corresponding increase in equity at fair value at the grant date using the trinomial model (a lattice option-pricing model in accordance with IFRS 2).
~~CRH    111~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Fair value is determined on the basis that the services to be rendered by employees as consideration for the granting of share options will be received over the vesting period, which is assessed as at the grant date. The share options granted by the Company are at market value at date of grant and are not subject to market-based vesting conditions within the meaning of IFRS 2.2Share-based Payment.
The cost is recognised, together with a corresponding increase in equity, over the period in which the performance and/or service conditions are fulfilled. The cumulative expense recognised at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Group’s best estimate of the number of equity instruments that will ultimately vest. The Consolidated Income Statement expense/credit for a period represents the movement in cumulative expense recognised at the beginning and end of that period. The cumulative charge to the Consolidated Income Statement is reversed only where the performance condition is not met or where an employee in receipt of share options leaves service prior to completion of the expected vesting period and those options forfeit in consequence.
142      CRH
No expense is recognised for awards that do not ultimately vest, except for share-based payments where vesting is conditional upon a non-vesting condition which is treated as vesting irrespective of whether or not it is satisfied, provided that all other performance and/or service conditions are satisfied.
Where an award is cancelled, it is treated as if it is vested on the date of cancellation, and any expense not yet recognised for the award is recognised immediately. This includes any award where non-vesting conditions within the control of either the Company or the employee are not met. All cancellations of awards are treated equally.
The proceeds received net of any directly attributable transaction costs are credited to share capital (nominal value) and share premium when the options are exercised.
The dilutive effect of outstanding options is reflected as additional share dilution in the determination of diluted earnings per share.
To the extent that the Group receives a tax deduction relating to the services paid in shares, deferred tax in respect of share options is provided on the basis of the difference between the market price of the underlying equity as at the date of the financial statements and the exercise price of the option; where the amount of any tax deduction (or estimated future tax deduction) exceeds the amount of the related cumulative remuneration expense, the current or deferred tax associated with the excess is recognised directly in equity.
~~The Group has no exposure in respect of cash-settled share-based payment transactions and share-based payment transactions with cash alternatives.~~
Awards under the Performance Share ~~Plan~~Plans
~~The fair value of shares awarded~~All awards granted under the 2006 Performance Share Plan ~~is determined using a Monte Carlo simulation technique~~ and ~~is expensed in~~75% of the ~~Consolidated Income Statement over~~awards granted under the ~~vesting period. The~~2014 Performance Share Plan ~~contains inter alia~~are subject to a total shareholder return-based (and hence market-based) vesting ~~condition; accordingly,~~condition. Accordingly, the fair value assigned to the related equity instruments at the grant date is adjusted so as to reflect the anticipated likelihood as at the grant date of achieving the market-based vesting condition. Awards are treated as vesting irrespective of whether or not the market condition is satisfied, provided that all other performance and/or service conditions are satisfied.
The remaining 25% of awards granted under the 2014 Performance Share Plan are subject to a cumulative cash flow target (non-market based) vesting condition. The fair value of the awards is calculated as the market price of the shares at the date of grant. No expense is recognised for awards that do not ultimately vest. At the balance sheet date the estimate of the level of vesting is reviewed and any adjustment necessary is recognised in the Consolidated Income Statement.
Awards under the Restricted Share Plan
The fair value of shares granted under the Restricted Share Plan is calculated as the market price of the shares at the date of grant reduced by the present value of dividends expected to be paid over the vesting period.
Information on the models used by the Group to estimate the fair value of awards granted is included in note 7.
Business combinations -– Note 3130
The Group applies the acquisition method in accounting for business combinations. The cost of an acquisition is measured as the aggregate of the consideration transferred (excluding amounts relating to the settlement of pre-existing relationships), the amount of any non-controlling interest in the acquiree and, in a business combination achieved in stages, the acquisition-date fair value of the acquirer’s previously-held equity interest in the acquiree. Transaction costs that the Group incurs in connection with a business combination are expensed as incurred.
~~112    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
To the extent that settlement of all or any part of consideration for a business combination is deferred, the fair value of the deferred component is determined through discounting the amounts payable to their present value at the date of exchange. The discount component is unwound as an interest charge in the Consolidated Income Statement over the life of the obligation. ~~Where a business combination agreement provides for an adjustment to~~Any contingent consideration is recognised at fair value at the acquisition date and included in the cost of the ~~combination~~acquisition. The fair value of contingent ~~on future events, the amount of the adjustment is included in the cost~~consideration at ~~the~~ acquisition date is arrived at ~~fair~~through
discounting the expected payment (based on scenario modelling) to present value. In general, in order for contingent consideration to become payable, pre-defined profit and/or profit/net asset ratios must be exceeded. Subsequent changes to the fair value of the contingent consideration will be recognised in profit or loss unless the contingent consideration is classified as equity, in which case it is not remeasured and settlement is accounted for within equity.
The assets and liabilities ~~(and contingent liabilities, if relevant)~~ arising on business combination activity are measured at their acquisition-date fair values. Contingent liabilities assumed in business combination activity are recognised as of the acquisition date, where such contingent liabilities are present obligations arising from past events and their fair value can be measured reliably. In the case of a business combination achieved in stages, the acquisition-date fair value of the acquirer’s previously-held equity interest in the acquiree is remeasured to fair value as at the acquisition date through profit or loss. When the initial accounting for a business combination is determined provisionally, any adjustments to the provisional values allocated to the consideration, identifiable assets ~~and~~or liabilities (and contingent liabilities, if relevant) are made within the measurement period, a period of no more than one year from the acquisition date.
Goodwill -– Note 1514
Goodwill arising on a business combination is initially measured at cost, being the excess of the cost of an acquisition over the net identifiable assets and liabilities assumed at the date of acquisition and relates to the future economic benefits arising from assets which are not capable of being individually identified and separately recognised. Following initial recognition, goodwill is measured at cost less any accumulated impairment losses. If the cost of the acquisition is lower than the fair value of the net assets of the subsidiary acquired, the identification and measurement of the related assets and liabilities and contingent liabilities are revisited and the cost is reassessed with any remaining balance recognised immediately in the Consolidated Income Statement.
Goodwill applicable to jointly controlled entities is accounted for on the basis of proportionate consolidation and is therefore included in the goodwill caption in the Consolidated Balance Sheet, net of any impairment. The carrying amount of goodwill in respect of associates and joint ventures is included in investments ~~in associates~~accounted for using the equity method (i.e. within financial assets) ~~under the equity method~~ in the Consolidated Balance Sheet.
Where a subsidiary is disposed of or terminated through closure, the carrying value of any goodwill ~~which arose on acquisition~~ of that subsidiary is included in the determination of the net profit or loss on disposal/termination.
Intangible assets (other than goodwill) arising on business combinations -– Note 1514
An intangible asset is capitalised separately from goodwill as part of a business combination at cost (fair value at date of acquisition) ~~to the extent that it is probable that the expected future economic benefits attributable to the asset will flow to the Group and that its cost can be measured reliably.~~.
Subsequent to initial recognition, intangible assets are carried at cost less any accumulated amortisation and any accumulated impairment losses. The carrying values of definite-lived intangible assets (the Group does not currently have any indefinite-lived intangible assets other than goodwill) are reviewed for indicators of impairment at each reporting date and are subject to impairment testing when events or changes in circumstances indicate that the carrying values may not be recoverable.
~~The amortisation of intangible~~Intangible assets ~~is calculated to write off the book value of definite-lived intangible assets over their useful lives~~are amortised on a straight-line ~~basis on the assumption of zero residual value.~~basis. In general, definite-lived intangible assets are amortised over periods ranging from one to ten years, depending on the nature of the intangible asset.
Amortisation periods, useful lives, expected patterns of consumption and residual values are reviewed at each financial year-end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset are accounted for by changing the amortisation period or method as appropriate on a prospective basis.
Leases – Notes 3 and 29
~~CRH    113~~Leases where the lessor retains substantially all the risks and rewards of ownership are classified as operating leases. Operating lease rentals are charged to the Consolidated Income Statement on a straight-line basis over the lease term.
CRH      143
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~Accounting Policies|continued

Other financial assets -– Note 1615
All investments are initially recognised at the fair value of ~~the~~ consideration given plus any directly attributable transaction costs. Where equity investments are actively traded in organised financial markets, fair value is determined by reference to Stock Exchange quoted market bid prices at the close of business on the balance sheet date. Unquoted equity investments are recorded at historical cost ~~and are included within financial assets in the Consolidated Balance Sheet~~ given that it is impracticable to determine fair value in accordance with IAS ~~39. Where non-derivative~~39 and are included within financial assets ~~meet the definition of “loans and receivables” under IAS 39~~~~Financial Instruments: Recognition and Measurement~~~~, such balances are, following initial recognition, recorded at amortised cost using the effective interest method less any allowance for impairment. Gains and losses are recognised~~ in ~~profit or loss when the loans and receivables are derecognised or impaired as well as through the amortisation process.~~
~~Leases - Notes 4 and 30~~
~~Leases where the lessor retains substantially all the risks and rewards of ownership are classified as operating leases. Operating lease rentals are charged to~~ the Consolidated ~~Income Statement on a straight-line basis over the lease term.~~Balance Sheet.
Inventories and construction contracts -– Note 1716
Inventories are stated at the lower of cost and net realisable value. Cost is based on the first-in, first-out principle (and weighted average, where appropriate) and includes all expenditure incurred in acquiring the inventories and bringing them to their present location and condition. Raw materials are valued on the basis of purchase cost on a first-in, first-out basis. In the case of finished goods and work-in-progress, cost includes direct materials, direct labour and attributable overheads based on normal operating capacity and excludes borrowing costs.
Net realisable value is the estimated proceeds of sale less all further costs to completion, and less all costs to be incurred in marketing, selling and distribution. Estimates of net realisable value are based on the most reliable evidence available at the time the estimates are made, taking into consideration fluctuations of price or cost directly relating to events occurring after the end of the period, the likelihood of short-term changes in buyer preferences, product obsolescence or perishability (all of which are generally low given the nature of the Group’s products) and the purpose for which the inventory is held. Materials and other supplies held for use in the production of inventories are not written down below cost if the finished goods, in which they will be incorporated, are expected to be sold at or above cost.
Amounts recoverable on construction contracts, which are included in receivables, are stated at the net invoiced value of the work done less amounts received as progress payments on account. Cumulative costs incurred, net of amounts transferred to cost of sales, after deducting foreseeable losses, provisions for contingencies and payments on account not matched with revenue, are included as construction contract balances in inventories. Cost includes all expenditure directly related to specific projects and an allocation of fixed and variable overheads incurred in the Group’s contract activities based on normal operating capacity.
Trade and other receivables -– Note 1817
Trade receivables are carried at original invoice amount less an allowance for potentially uncollectible debts. Provision is made when there is objective evidence that the Group will not be in a position to collect the associated debts. Bad debts are written-off into the Consolidated Income Statement on identification.
Cash and cash equivalents -– Note 22
~~Where investments are categorised as~~Cash and cash equivalents comprise cash balances held for the ~~related balances have~~purpose of meeting short-term cash commitments and investments which are readily convertible to a ~~maturity~~known amount of ~~three months or less from the date of acquisition~~cash and are subject to an insignificant risk of ~~changes~~change in value. Bank overdrafts are included within current interest-bearing loans and borrowings in the Consolidated Balance Sheet. Where the overdrafts are repayable on demand and form an integral part of cash management, they are netted against cash and cash equivalents for the purposes of the Consolidated Statement of Cash Flows.
~~114    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~Liquid investments~~Interest-bearing loans and borrowings – Note 2223
~~Liquid investments comprise short-term deposits~~All loans and ~~current asset investments of less than one year in duration. As the maturity of these investments is greater than three months, these investments~~borrowings are ~~treated as financial assets and are categorised as either “held-for-trading” or “loans and receivables”. Where relevant,~~initially recorded at the fair value of ~~liquid investments is determined by reference~~ the consideration received net of directly attributable transaction costs. Subsequent to initial recognition, current and non-current interest-bearing loans and borrowings are, in general, measured at amortised cost employing the effective interest methodology. Fixed rate term loans, which have been hedged to floating rates (using interest rate swaps), are measured at amortised cost adjusted for changes in value attributable
to the ~~traded value~~hedged risks arising from changes in underlying market interest rates. The computation of ~~actively traded instruments.~~amortised cost includes any issue costs and any discount or premium materialising on settlement.
Gains and losses are recognised in the Consolidated Income Statement through amortisation on the basis of the period of the loans and borrowings.
Borrowing costs arising on financial instruments are recognised as an expense in the period in which they are incurred (unless capitalised as part of the cost of property, plant and equipment).
Derivative financial instruments and hedging practices – Note 24
In order to manage interest rate, foreign currency and commodity risks and to realise the desired currency profile of borrowings, the Group employs derivative financial instruments (principally interest rate swaps, currency swaps and forward foreign exchange contracts). Derivative financial instruments are recognised initially at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. The carrying value of derivatives is fair value based on discounted future cash flows and adjusted for counterparty risk. Future floating rate cash flows are estimated based on future interest rates (from observable yield curves at the end of the reporting period). Fixed and floating rate cash flows are discounted at future interest rates and translated at period-end foreign exchange rates.
At the inception of a derivative transaction, the Group documents the relationship between the hedged item and the hedging instrument together with its risk management objective and the strategy underlying the proposed transaction. The Group also documents its assessment, both at the inception of the hedging relationship and subsequently on an ongoing basis, of the effectiveness of the hedging instrument in offsetting movements in the fair values or cash flows of the hedged items.
~~Derivative financial instruments are stated at fair value.~~ Where derivatives do not fulfil the criteria for hedge accounting, changes in fair values are reported in the Consolidated Income Statement. The fair value of interest rate and currency swaps is the estimated amount the Group would pay or receive to terminate the swap at the balance sheet date taking into account interest and currency rates at that date and the creditworthiness of the swap counterparties. The fair value of forward exchange contracts is calculated by reference to forward exchange rates for contracts with similar maturity profiles and equates to the quoted market price at the balance sheet date (being the present value of the quoted forward price).
Fair value and cash flow hedges
The Group uses fair value hedges and cash flow hedges in its treasury activities. For the purposes of hedge accounting, hedges are classified either as fair value hedges (which entail hedging the exposure to movements in the fair value of a recognised asset or liability or an unrecognised firm commitment that could affect profit or loss) or cash flow hedges (which hedge exposure to fluctuations in future cash flows derived from a particular risk associated with a recognised asset or liability, or a highly probable forecast transaction that could affect profit or loss).
Where the conditions for hedge accounting are satisfied and the hedging instrument concerned is classified as a fair value hedge, any gain or loss stemming from the ~~re-measurement~~remeasurement of the hedging instrument to fair value is reported in the Consolidated Income Statement. In addition, any gain or loss on the hedged item which is attributable to the hedged risk is adjusted against the carrying amount of the hedged item and reflected in the Consolidated Income Statement. Where the adjustment is to the carrying amount of a hedged interest-bearing financial instrument, the adjustment is amortised to the Consolidated Income Statement with the objective of achieving full amortisation by maturity.
Where a derivative financial instrument is designated as a hedge of the variability in cash flows of a recognised asset or liability or a highly probable forecast transaction that could affect profit or loss, the effective part of any gain or loss on the derivative financial instrument is recognised as other comprehensive income, net of the income tax effect, with the ineffective portion being reported in the Consolidated Income Statement. The associated gains or losses that had previously been recognised as other comprehensive income are transferred to the Consolidated Income Statement contemporaneously with the materialisation of the hedged transaction. Any gain or loss arising in respect of changes in the time value of the derivative financial instrument is excluded from the measurement of hedge effectiveness and is recognised immediately in the Consolidated Income Statement.
144      CRH
Hedge accounting is discontinued when the hedging instrument expires or is sold, terminated or exercised, or no longer qualifies for hedge accounting. At that point in time, any cumulative gain or loss on the hedging instrument recognised as other comprehensive income remains there until the forecast transaction occurs. If a
~~CRH    115~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
hedged transaction is no longer anticipated to occur, the net cumulative gain or loss previously recognised as other comprehensive income is transferred to the Consolidated Income Statement in the period.
Net investment hedges
Where foreign currency borrowings provide a hedge against a net investment in a foreign operation, and the hedge is deemed to be effective, foreign exchange differences are taken directly to a foreign currency translation reserve. The ineffective portion of any gain or loss on the hedging instrument is recognised immediately in the Consolidated Income Statement. Cumulative gains and losses remain in equity until disposal of the net investment in the foreign operation at which point the related differences are transferred to the Consolidated Income Statement as part of the overall gain or loss on sale.
~~Interest-bearing loans and borrowings~~Fair value hierarchy – Note 2324
~~All loans and borrowings~~For financial reporting purposes, fair value measurements are ~~initially recorded at~~categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the ~~consideration received net~~inputs to the fair value measurement in its entirety, which are described as follows:
Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: valuation techniques for which the lowest level of directly attributable transaction costs. Subsequent to initial recognition, current and non-current interest-bearing loans and borrowings are, in general, measured at amortised cost employing the effective interest methodology. Fixed rate term loans,inputs which have been hedged to floating rates (using interest rate swaps), are measured at amortised cost adjusted for changes in value attributable to the hedged risks arising from changes in underlying market interest rates. The computation of amortised cost includes any issue costs and any discount or premium materialising on settlement. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.
~~Gains and losses are recognised in the Consolidated Income Statement through amortisation~~a significant effect on the ~~basis~~recorded fair value are observable, either directly or indirectly; and
Level 3: valuation techniques for which the lowest level of inputs that have a significant effect on the ~~period of the loans and borrowings.~~recorded fair value are not based on observable market data.
~~Borrowing costs arising on financial instruments are recognised as an expense in the period in which they are incurred (unless capitalised as part of the cost of property, plant and equipment).~~
Share capital and dividends – Notes 1211 and 2928
Treasury Shares and own shares
Ordinary Shares acquired by the Parent Company or purchased by the Employee Benefit Trust on behalf of the Parent Company under the terms of the Performance Share Plans and the Restricted Share Plan are deducted from equity and presented on the face of the Consolidated Balance Sheet. No gain or loss is recognised in profit or loss on the purchase, sale, issue or cancellation of the Parent Company’s Ordinary Shares.
Dividends
Dividends on Ordinary Shares are recognised as a liability in the Consolidated Financial Statements in the period in which they are declared by the Parent Company.
Emission rights
Emission rights are accounted for such that a liability is recognised only in circumstances where emission rights have been exceeded from the perspective of the Group as a whole and the differential between actual and permitted emissions will have to be remedied through the purchase of the required additional rights at fair ~~value; assets~~value. Assets and liabilities arising in respect of under and over-utilisation of emission credits respectively are accordingly netted against one another in the preparation of the Consolidated Financial Statements. To the extent that excess emission rights are disposed of during a financial period, the profit or loss materialising thereon is recognised immediately within cost of sales in the Consolidated Income Statement.
~~116    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Foreign currency translation
Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The Consolidated Financial Statements are presented in euro, which is the presentation currency of the Group and the functional currency of the Parent Company.
Transactions in foreign currencies are recorded at the rate ruling at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies are retranslated at the rate of exchange ruling at the balance sheet date. All currency translation differences are taken to the Consolidated Income Statement with the exception of all monetary items that provide an effective hedge for a net investment in a foreign operation. These are recognised in other comprehensive income until the disposal of the net investment, at which time they are recognised in the Consolidated Income Statement.
Results and cash flows of subsidiaries, joint ventures and associates with non-euro functional currencies have been translated into euro at average exchange rates for the year, and the related balance sheets have been translated at the rates of exchange ruling at the balance sheet date. Adjustments arising on translation of the results and net assets of non-euro subsidiaries, joint ventures and associates ~~at average rates, and on restatement of the opening net assets at closing rates,~~ are recognised in a separate translation reserve within equity, net of differences on related currency borrowings. All other translation differences are taken to the Consolidated Income Statement.
~~On disposal of a foreign operation, accumulated currency translation differences are recognised in the Consolidated Income Statement as part of the overall gain or loss on disposal.~~ Goodwill and fair value adjustments arising on acquisition of a foreign operation are regarded as assets and liabilities of the foreign operation ~~are expressed in the functional currency of the foreign operation, are recorded in euro at the exchange rate at the date of the transaction~~ and are ~~subsequently retranslated at the applicable closing rates.~~translated accordingly.
The principal exchange rates used for the translation of results, cash flows and balance sheets into euro were as follows:

   Average    Year-end Average Year-end
euro 1 =    2011    2010    2009    2011    2010    2009 2014 2013 2012 2014 2013 2012
US Dollar
   1.3922       1.3257       1.3948       1.2939       1.3362       1.4406    1.3290    1.3281    1.2848    1.2141    1.3791    1.3194
Pound Sterling
   0.8679       0.8578       0.8909       0.8353       0.8608       0.8881    0.8062    0.8493    0.8109    0.7789    0.8337    0.8161
Polish Zloty
   4.1212       3.9947       4.3276       4.4580       3.9750       4.1045    4.1839    4.1975    4.1847    4.2732    4.1543    4.0740
Ukrainian Hryvnya
   11.1202       10.5478       11.2404       10.3752       10.5676       11.4738
Ukrainian Hryvnia 15.8908    10.8339    10.3933    19.1814    11.3583    10.6259
Swiss Franc
   1.2326       1.3803       1.5100       1.2156       1.2504       1.4836    1.2147    1.2311    1.2053    1.2024    1.2276    1.2072
Canadian Dollar
   1.3763       1.3651       1.5850       1.3215       1.3322       1.5128    1.4664    1.3684    1.2842    1.4063    1.4671    1.3137
Argentine Peso
   5.7508       5.1898       5.2111       5.5746       5.2744       5.4885    10.7785    7.2892    5.8492    10.2645    8.9910    6.4890
Turkish Lira
   2.3388       1.9965       2.1631       2.4432       2.0694       2.1547    2.9068    2.5335    2.3135    2.8320    2.9605    2.3551
Indian Rupee
   64.9067       60.5878       67.4271       68.7130       59.7580       66.9539    81.0576    77.9300    68.5973    76.7190    85.3660    72.5600
Chinese Renminbi
   8.9968       8.9712       9.5277       8.1588       8.8220       9.8350    8.1883    8.1646    8.1052    7.5358    8.3491    8.2207

~~CRH    117~~
~~Consolidated Financial Statements~~

CRH      145
~~CONSOLIDATED FINANCIAL STATEMENTS~~

Notes on Consolidated Financial Statements
1. Segment Information
CRH is a diversified international building materials group which manufactures and distributes a range of building materials products from the fundamentals of heavy materials and elements to construct the frame, through value-added products that complete the building envelope, to distribution channels which service construction fit-out and renewal. ~~Based on these key strategic drivers across~~In conjunction with the ~~value chain,~~ongoing portfolio review, the Group reorganised its European business in 2014. Following this, the Group is now organised into six ~~business segments comprising~~segments: Europe ~~Materials (including activities in China and India),~~Heavyside, Europe ~~Products,~~Lightside, Europe Distribution, Americas Materials, Americas Products and Americas Distribution. Comparative segment information has been restated. No operating segments have been aggregated to form these segments.
Europe Heavyside businesses are predominantly engaged in the manufacturing and supply of cement, aggregates, readymixed and precast concrete, concrete landscaping and asphalt products.
Europe Lightside businesses are predominately engaged in the production and supply of construction accessories, shutters & awnings, fencing and composite access chambers.
Europe Distribution businesses are predominantly engaged in supplying Do-It-Yourself (DIY), General Merchants and Sanitary, Heating and Plumbing (SHAP) businesses catering to the general public and small and medium-sized builders, selling a range of bricks, cement, sanitary, heating, plumbing and other building products.
Americas Materials businesses are predominantly engaged in the production and sale of ~~a range of primary materials including cement,~~ aggregates, asphalt and readymixed concrete ~~asphalt/bitumen~~products and ~~agricultural and/or chemical lime.~~provide asphalt paving services.
Americas Products businesses are predominantly engaged in the production and sale of ~~architectural~~concrete masonry and hardscapes, clay brick, packaged lawn and garden products, packaged cement mixes, fencing, utility, drainage and structural ~~concrete~~precast products, ~~clay products, fabricated~~glass and ~~tempered glass products,~~aluminium glazing systems and construction ~~accessories and the provision of a wide range of inter-related products and services to the construction sector.~~accessories.
Americas Distribution businesses ~~encompass builders merchanting activities and Do-It-Yourself (DIY) stores~~are predominantly engaged in ~~the marketing~~supplying Exterior Products such as roofing and ~~sale of supplies to the construction sector~~siding and ~~to the general public.~~Interior Products such as gypsum wallboard, metal studs and acoustical ceiling systems.
The principal factors employed in the identification of the six segments reflected in this note include the Group’s organisational structure in 2014, the nature of the reporting lines to the Chief Operating Decision-Maker (as defined in IFRS 8Operating Segments), the structure of internal reporting documentation such as management accounts and budgets, and the degree of homogeneity of products, services and geographical areas within each of the segments from which revenue is derived.
The Chief Operating Decision-Maker monitors the operating results of segments separately in order to allocate resources between segments and to assess performance. Segment performance is predominantly evaluated based on operating profit. As performance is also evaluated using operating profit before depreciation and amortisation (EBITDA (as defined)^*), supplemental information based on EBITDA (as defined)* is also provided below. Given that net finance costs and income tax are managed on a centralised basis, these items are not allocated between operating segments for the purposes of the information presented to the Chief Operating Decision-Maker and are accordingly omitted from the detailed segmental analysis below. There are no asymmetrical allocations to reporting segments which would require disclosure.

* ~~Defined~~
EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of ~~associates’ profit~~equity accounted investments’ result after tax.
~~118    CRH~~
~~Consolidated Financial Statements~~

146      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
1. Segment Information|continued
A. Operating segments disclosures - Consolidated Income Statement data

Continuing operations - year ended 31 December
Materials Products Distribution Total Group
   2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m
Revenue

Europe
2,985    2,665    2,749    2,648    2,817    3,002    4,340    3,566    3,633    9,973    9,048    9,384
Americas
4,395    4,417    4,280    2,378    2,469    2,536    1,335    1,239    1,173    8,108    8,125    7,989
7,380    7,082    7,029    5,026    5,286    5,538    5,675    4,805    4,806    18,081    17,173    17,373
Group operating profit before depreciation and amortisation (EBITDA (as defined)*)

Europe
436    423    434    194    198    283    267    214    204    897    835    921
Americas
530    566    670    164    154    173    65    60    39    759    780    882
966    989    1,104    358    352    456    332    274    243    1,656    1,615    1,803
Depreciation and amortisation (including asset impairment charges)

Europe
172    172    177    128    187    167    77    79    67    377    438    411
Americas
266    278    263    122    178    150    20    23    24    408    479    437
438    450    440    250    365    317    97    102    91    785    917    848
Group operating profit (EBIT)


Europe
264    251    257    66    11    116    190    135    137    520    397    510
Americas
264    288    407    42    (24 ) 23    45    37    15    351    301    445
528    539    664    108    (13 ) 139    235    172    152    871    698    955
Profit on disposals (i)
55    55    26
Finance costs (net)
(257 ) (247 ) (297 )
Group share of associates’ profit after tax (ii)    42    28    48
Profit before tax
711    534    732
~~Asset impairment charges of~~€~~21 million (2010:~~€~~102 million; 2009~~€~~41 million) relate to Europe Materials~~€~~nil million (2010:~~€~~nil million; 2009:~~€~~9 million), Europe Products~~€~~15 million (2010:~~€~~54 million; 2009:~~€~~19 million), Europe Distribution~~€~~2 million (2010:~~€~~8 million; 2009~~€~~nil million) and Americas Products~~€~~4 million (2010:~~€~~40 million; 2009:~~€~~13 million).~~
(i) Profit on disposals (note 5)

Europe
14    4    4    20    13    1    7    21    5    41    38    10
Americas
14    17    17    -    -    (1 ) -    -    -    14    17    16
28    21    21    20    13    -    7    21    5    55    55    26
   Continuing operations - year ended 31 December
(ii) Group share of associates’ profit after tax (note 10)


            Group operating profit
            before depreciation and    Depreciation,
            amortisation (EBITDA    amortisation and    Group operating profit
   Revenue    (as defined)*)    impairment (i)    (EBIT)
   2014    2013    2012    2014    2013    2012    2014    2013 2012    2014 2013 2012
   €m    €m    €m    €m    €m    €m    €m    €m €m    €m €m €m
Europe Heavyside
   3,929       3,786       3,972       380       326       426       229       721    239       151    (395 ) 187
Europe Lightside
   913       856       888       94       71       78       23       43    29       71    28    49
Europe Distribution
   3,999       3,936       3,956       190       186       217       78       80    72       112    106    145
Europe
41    35    39    -    1    1    -    (9 ) 7    41    27    47       8,841       8,578       8,816       664       583       721       330       844    340       334    (261 ) 381
Americas Materials
   5,070       4,721       4,886       609       557       555       254       331    276       355    226    279
Americas Products
   3,225       3,068       2,806       263       246       204       118       178    118       145    68    86
Americas Distribution
   1,776       1,664       1,576       105       89       83       22       22    24       83    67    59
Americas
1    1    1    -    -    -    -    -    -    1    1    1       10,071       9,453       9,268       977       892       842       394       531    418       583    361    424
Total Group
   18,912       18,031       18,084       1,641       1,475       1,563       724       1,375    758       917    100    805
42    36    40    -    1    1    -    (9 ) 7    42    28    48
Profit on disposals (ii)
Profit on disposals (ii)

                  77    26    230
Finance costs less income
Finance costs less income

                  (246 ) (249 ) (256 )
Other financial expense
Other financial expense

                  (42 ) (48 ) (49 )
Share of equity accounted investments’ profit/(loss) (iii)
Share of equity accounted investments’ profit/(loss) (iii)

         55    (44 ) (84 )
Profit/(loss) before tax
Profit/(loss) before tax

                  761    (215 ) 646
(i) See notes 13 and 14 for details of the impairment charge.
(i) See notes 13 and 14 for details of the impairment charge.


                           (iii) Share of equity
                     (ii) Profit/(loss) on    accounted investments’
                     disposals (note 4)    profit/(loss) (note 9)
Europe Heavyside
Europe Heavyside

            38       6    158       35    (60 ) (99 )
Europe Lightside
Europe Lightside

            1       6    44       -    -    -
Europe Distribution
Europe Distribution

            6       (2 ) 3       13    9    14
Europe
Europe

            45       10    205       48    (51 ) (85 )
Americas Materials
Americas Materials

            11       19    24       7    7    1
Americas Products
Americas Products

            20       (3 ) 1       -    -    -
Americas Distribution
Americas Distribution

            1       -    -       -    -    -
Americas
Americas

            32       16    25       7    7    1
Total Group
Total Group

            77       26          230       55    (44 ) (84 )

* ~~Defined~~
EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of ~~associates’ profit~~equity accounted investments’ result after tax.

~~CRH    119~~
~~Consolidated Financial Statements~~

CRH      147
~~CONSOLIDATED FINANCIAL STATEMENTS~~

1. Segment Information|continued
B. Operating segments disclosures - Consolidated Balance Sheet data

Continuing operations - year ended 31 December    Continuing operations - as at 31 December
Materials Products Distribution Total Group    Total assets    Total liabilities
2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m    2014    2013    2014    2013
   €m    €m    €m    €m
Total assets

Europe Heavyside    3,864       4,605       1,468       1,428
Europe Lightside    761       768       215       180
Europe Distribution    2,221       2,217       644       542
Europe
4,582    4,403    2,415    2,735    2,297    2,233    9,294    9,371       6,846       7,590       2,327       2,150
Americas Materials    6,245       5,510       969       772
Americas Products    2,542       2,360       679       656
Americas Distribution    951       853       283       255
Americas
5,915    5,495    2,337    2,279    827    658    9,079    8,432       9,738       8,723       1,931       1,683
10,497    9,898    4,752    5,014    3,124    2,891    18,373    17,803
Total Group    16,584       16,313       4,258       3,833
Reconciliation to total assets as reported in the Consolidated Balance Sheet:
Reconciliation to total assets as reported in the Consolidated Balance Sheet:


Investments accounted for using the equity method
948    1,037       1,329       1,340
Other financial assets
239    149       23       23
Derivative financial instruments (current and non-current)
205    208       102       80
Income tax assets (current and deferred)
298    497       186       133
Liquid investments
29    37
Cash and cash equivalents
1,295    1,730       3,262       2,540
Assets held for sale    531       -
Total assets as reported in the Consolidated Balance Sheet
Total assets as reported in the Consolidated Balance Sheet

21,387    21,461       22,017       20,429
Total liabilities

Europe
1,290    1,043    702    811    591    530    2,583    2,384
Americas
767    706    523    437    226    183    1,516    1,326
2,057    1,749    1,225    1,248    817    713    4,099    3,710
Reconciliation to total liabilities as reported in the Consolidated Balance Sheet:
Reconciliation to total liabilities as reported in the Consolidated Balance Sheet:


Interest-bearing loans and borrowings (current and non-current) Interest-bearing loans and borrowings (current and non-current)    4,982    5,361             5,866       5,540
Derivative financial instruments (current and non-current)
Derivative financial instruments (current and non-current)

30    87             23       53
Income tax liabilities (current and deferred)
1,693    1,892             1,459       1,317
Liabilities associated with assets classified as held for sale          213       -
Total liabilities as reported in the Consolidated Balance Sheet Total liabilities as reported in the Consolidated Balance Sheet    10,804    11,050             11,819       10,743
C. Operating segments disclosures - other items
Additions to non-current assets

Continuing operations - year ended 31 December
Materials    Products    Distribution    Total Group
   2011
€m    2010
€m    2009
€m    2011
€m    2010
€m    2009
€m    2011
€m    2010
€m    2009
€m    2011
€m    2010
€m    2009
€m
Additions to non-current assets

Europe:
Property, plant and equipment (note 14) 189       167       260       77       54       51       51       45       42       317       266       353

Financial assets (note 16)
18       53       235       -       2       -       1       8       1       19       63       236
Americas:
Property, plant and equipment (note 14) 192       144       125       54       51       51       13       5       3       259       200       179

Financial assets (note 16)
5       4       8       -       -       -       -       -       -       5       4       8
404       368       628       131       107       102       65       58       46       600       533       776
   Continuing operations - year ended 31 December
   Property, plant and    Financial assets    Total Group
   equipment (note 13)    (note 15)
   2014    2013    2012    2014    2013    2012    2014    2013    2012
      €m    €m    €m    €m    €m    €m    €m    €m    €m
Europe Heavyside
   113       132       165       -       70       44       113       202       209
Europe Lightside
   14       13       20       -       -       2       14       13       22
Europe Distribution
   36       49       70       -       1       1       36       50       71
Europe
   163       194       255       -       71       47       163       265       302
Americas Materials
   173       199       212       3       7       9       176       206       221
Americas Products
   81       83       69       -       -       -       81       83       69
Americas Distribution
   18       21       8       -       -       -       18       21       8
Americas
   272       303       289       3       7       9       275       310       298
Total Group
   435       497       544       3       78       56       438       575       600
148      CRH
1. Segment Information|continued
D. Entity-wide disclosures
Section 1: Information about products and services
The Group’s revenue from external customers in respect of its principal products and services is analysed in the disclosures above. Segment revenue includes€~~3,171~~3,351 million ~~(2010:~~(2013:€~~3,187 million; 2009:~~3,268 million, 2012:€~~3,252~~3,456 million) in respect of revenue applicable to construction contracts. The bulk of our construction activities are performed by our Americas Materials reportable segment, are for the most part short-term in nature and are generally completed within the same financial reporting period.
~~120    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~1. Segment Information~~~~continued~~
Revenue derived through the supply of services and intersegment revenue is not material to the Group. The transfer pricing policy implemented by the Group between operating segments and across its constituent entities is described in greater detail in note ~~32.~~31. In addition, due to the nature of building materials, which exhibit a low value-to-weight ratio, the Group’s revenue streams include a low level of cross-border transactions.
Section 2: Information about geographical areas and customers
CRH has a presence in 3634 countries worldwide. The revenues from external customers and non-current assets (as defined in IFRS 8) attributable to the country of domicile and all foreign countries of operation are as follows; ~~regions~~individual foreign countries which exceed 10% of total external Group revenue have been highlighted separately on the basis of materiality.

   Year ended 31 December    As at 31 December
   Year ended 31 December    As at 31 December    Revenue by destination    Non-current assets
   Revenue by destination    Non-current assets    2014    2013    2012    2014    2013
   2011
€m    2010
€m    2009
€m
2011
€m

2010
€m
   €m    €m    €m    €m    €m
Country of domicile - Republic of Ireland
   308       365       500       530       557       306       278       267       477       475
United States of America
   9,650       8,991       8,880       6,948       6,241
Benelux (mainly the Netherlands)
   2,593       2,495       2,762       1,351       1,384       2,350       2,324       2,327       1,231       1,280
Americas (mainly the United States)
   8,125       8,137       7,997       6,930       6,576
Other
   7,055       6,176       6,114       5,800       5,866       6,606       6,438       6,610       4,268       4,794
Group totals
   18,081       17,173       17,373       14,611       14,383
Total Group
   18,912       18,031       18,084       12,924       12,790
There are no material dependencies or concentrations on individual customers which would warrant disclosure under IFRS 8. The individual entities within the Group have a large number of customers spread across various activities, end-uses and geographies.

2. ~~Proportionate Consolidation of Joint Ventures~~
The Group’s share of the income and expenses of its joint ventures for the years ended 31 December 2011, 2010 and 2009, the assets and liabilities as at 31 December 2011 and 2010 and future purchase commitments for property, plant and equipment, which are proportionately consolidated in the Consolidated Financial Statements, are as follows:
~~Impact on Consolidated Income Statement~~Cost Analysis


2011
€m

2010
€m

2009
€m

Group share of:

Revenue
   707    1,061    1,095
Cost of sales
   (482 ) (744 ) (768 )
Gross profit
   225    317    327
Operating costs
   (165 ) (249 ) (233 )��
Operating profit
   60    68    94
Profit on disposals
   2    1    1
Profit before finance costs
   62    69    95
Finance costs (net)
   (6 ) (7 ) (7 )
Profit before tax
   56    62    88
Income tax expense
   (11 ) (21 ) (19 )
Group profit for the financial year
   45    41    69
Depreciation
   53    60    55
   2014    2013    2012
      €m    €m    €m
Cost of sales analysis

Raw materials and goods for resale
   7,527       7,240       7,282
Employment costs (note 5)
   1,985       1,974       1,946
Energy conversion costs
   655       644       670
Repairs and maintenance
   452       421       411
Depreciation, amortisation and impairment (i)
   532       792       559
Change in inventory (note 19)
   34       37       (93 )
Other production expenses (primarily sub-contractor costs and equipment rental)
   2,242       2,045       2,243
Total
   13,427       13,153       13,018
Operating costs analysis

Selling and distribution costs
   3,143       3,054       3,035
Administrative expenses
   1,425       1,724       1,226
Total
   4,568       4,778       4,261
~~CRH    121~~
~~Consolidated Financial Statements~~
(i) Depreciation, amortisation and impairment analysis

   Cost of sales    Operating costs    Total
   2014    2013    2012    2014    2013    2012    2014    2013    2012
      €m    €m    €m    €m    €m    €m    €m    €m    €m
Depreciation and depletion (note 13)
   485       521       538       146       150       148       631       671       686
Impairment of property, plant and equipment (note 13)
   47       271       21       2       4       4       49       275       25
Impairment of intangible assets (note 14)
   -       -       -       -       375       3       -       375       3
Amortisation of intangible assets (note 14)
   -       -       -       44       54       44       44       54       44
Total
   532       792       559       192       583       199       724       1,375       758
~~CONSOLIDATED FINANCIAL STATEMENTS~~

CRH      149

2. ~~Proportionate Consolidation~~Cost Analysis|continued
Segmental analysis of ~~Joint Venturescontinued~~2013 impairment charges

            Portfolio
            review
            included in
   Annual           Included in    share of equity
   impairment            Portfolio    operating    accounted
   process    review    profit    entities                  Total
      €m    €m    €m    €m      €m
Europe Heavyside
   58       444       502       101         603
Europe Lightside
   -       13       13       -         13
Europe Distribution
   4       -       4       4         8
Europe
   62       457       519       105         624
Americas Materials
   -       60       60       -         60
Americas Products
   10       61       71       -         71
Americas Distribution
   -       -       -       -         -
Americas
   10       121       131       -         131
Total Group
   72       578       650       105         755
~~Impact on Consolidated Balance Sheet~~

      2011
€m 2010
€m
Group share of:

Non-current assets
   1,302    1,324
Current assets
   306    332
Total assets
   1,608    1,656
Total equity
   1,051    1,116
Non-current liabilities
   371    371
Current liabilities
   186    169
Total liabilities
   557    540
Total equity and liabilities
   1,608    1,656
Analysis of net debt*
Liquid investments and cash and cash equivalents
   77    96
Derivative financial instruments
   (1 ) -
Interest-bearing loans and borrowings (amounts due to CRH)
   (71 ) (66 )
Interest-bearing loans and borrowings (amounts due to others)
   (153 ) (123 )
Analysis of net debt included above
   (148 ) (93 )
* As defined in note 25.

Future purchase commitments for property, plant and equipment
Contracted for but not provided in the financial statements
   9    31
Authorised by the Directors but not contracted for
   110    120
~~A listing~~Narrative disclosures regarding the 2013 impairments are included in section (b) of the principal joint ventures is contained in Exhibit 8 to this Annual Report. As noted in the 2010 Annual Report, the Group acquired an additional 50% of one of its principal joint ventures, Bauking (Europe Distribution), at the end of 2010.
~~In June 2004, CRH acquired a 49% shareholding with joint management control in Secil (Europe Materials, primarily Portugal) for an equity consideration of~~€~~329 million plus share of net debt at acquisition of~~€100 million. In August 2011, the Arbitral Tribunal in Paris (functioning under the Rules of Arbitration of the International Chamber of Commerce) concluded that the exercise of a call option for the purchase of CRH’s 49% shareholding in Secil by Semapa (SGPS, S.A.) was valid. As a result of the ruling, both parties are now obligated to complete the sale and purchase of CRH’s shareholding in Secil at an equity price of€574 million. In November 2011, Semapa initiated legal proceedings to appeal against this ruling and these legal proceedings are ongoing. Semapa also purported to terminate the shareholders’ agreement between it and CRH by notice dated 18 October 2011. The purported termination is disputed by CRH and CRH has now referred this dispute to a further arbitration under the Rules of Arbitration of the International Chamber of Commerce.
~~In 2011 Secil (on the basis of CRH’s 49% shareholding) achieved sales of~~€~~248 million and net debt at 31 December 2011 amounted to~~€~~70 million.~~
~~122    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
note 14.

3. ~~Cost Analysis~~


2011
€m

2010
€m

2009
€m

Cost of sales analysis

Raw materials and goods for resale
8,230    7,165    6,859
Employment costs (note 7)
1,791    1,869    1,834
Energy
780    694    582
Repairs and maintenance
416    410    370
Depreciation, amortisation and impairment (i)
556    601    570
Change in inventory (note 20)
(69 ) (16 ) 442
Other production expenses (primarily sub-contractor costs and equipment rental)
1,475    1,640    1,853
Total
13,179    12,363    12,510
Operating costs analysis
Selling and distribution costs
2,804    2,574    2,410
Administrative expenses
1,175    1,390    1,392
Other operating expenses
82    169    112
Other operating income
(30 ) (21 ) (6 )
Total
4,031    4,112    3,908
~~(i)~~ ~~Depreciation, amortisation and impairment analysis~~

   Cost of sales    Operating costs    Total

2011
€m

2010
€m

2009
€m

2011
€m

2010
€m

2009
€m

2011
€m

2010
€m

2009
€m

Depreciation and depletion (note 14)
   556       601       570       170       170       194       726       771       764
Impairment of property, plant and equipment (note 14)    -       -       -       16       15       30       16       15       30
Impairment of intangible assets (note 15)
   -       -       -       5       87       11       5       87       11
Amortisation of intangible assets (note 15)
   -       -       -       38       44       43       38       44       43
Total
   556       601       570       229       316       278       785       917       848
~~CRH    123~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
4. Operating Profit Disclosures


2011
€m

2010
€m

2009
€m

Operating lease rentals*

- hire of plant and machinery
   98       90       86
- land and buildings
   173       161       152
- other operating leases
   49       42       44
Total
   320       293       282
Auditors’ remuneration*

~~Fees for professional services provided by the Group’s independent auditors in respect of each of the following categories were:~~
   2014    2013    2012
   €m    €m    €m
Operating lease rentals

- hire of plant and machinery
   149       108       99
- land and buildings
   216       220       187
- other operating leases
   48       47       69
Total
   413       375       355

Auditor’s remuneration

Fees for professional services provided by the Group’s independent auditor in respect of each of the following categories were: Fees for professional services provided by the Group’s independent auditor in respect of each of the following categories were:
Audit fees (i)
   13       13       13       14       14       14
Audit-related fees (ii)
   2       3       1       1       2       2
Tax fees
   1       1       1       1       1       1
All other fees
   -       -       -       -       -       -
Total
   16       17       15       16       17       17

(i)
Audit ~~fees include~~of the Group accounts includes Sarbanes-Oxley attestation and parent and subsidiary statutory audit fees, but ~~exclude~~excludes€2 million ~~(2010:~~(2013:€21 million; ~~2009:~~2012:€21 million) paid to auditors other than ~~the Group’s auditors.~~EY.

(ii) ~~Audit-related fees include~~
Other assurance services includes attestation and due diligence services that are closely related to the performance of the audit.
* ~~Includes the Group’s proportionate share of amounts in joint ventures.~~
~~124    CRH~~
~~Consolidated Financial Statements~~

150      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~5. Profit on~~4. Business and Non-current Asset Disposals

(a) Profit on disposal       Disposal of other
   Business disposals non-current assets    Total
Disposal of
subsidiaries and
joint ventures(i) Disposal of
associate
investments(ii) Disposal of other
non-current
assets Total    2014 (i)    2013 2012 (ii) 2014    2013    2012    2014    2013 2012
2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m    €m    €m €m €m    €m    €m    €m    €m €m
Assets/(liabilities) disposed of at net carrying amount:
- property, plant and equipment (note 14)
141    49    -    -    -    -    61    84    68    202    133    68
- intangible assets (note 15)
65    7    -    -    -    -    -    1    1    65    8    1
- financial assets (note 16)
-    -    -    128    -    -    13    7    8    141    7    8
- non-current assets (notes 13,14,15)
   117       43    432    83       66       90       200       109    522
- cash and cash equivalents
38    -    -    -    -    -    -    -    -    38    -    -       -       -    3    -       -       -       -       -    3
- working capital and provisions (note 20)
35    17    -    -    -    -    -    -    -    35    17    -
- current tax
1    -    -    -    -    -    -    -    -    1    -    -
- working capital and provisions (note 19)
   11       6    21    -       -       -       11       6    21
- asset held for sale (iii) (note 15)
   -       139    -    -       -          -       139    -
- interest-bearing loans and borrowings
(50 ) -    -    -    -    -    -    -    -    (50 ) -    -       -       (17 ) (2 ) -       -       -       -       (17 ) (2 )
- deferred tax (note 27)
(9 ) (11 ) -    -    -    -    -    -    -    (9 ) (11 ) -
- pension liabilities (note 28)
-    (5 ) -    -    -    -    -    -    -    -    (5 ) -
- deferred tax (note 26)
   -       -    1    -       -       -       -       -    1
- retirement benefit obligations (note 27)
   -       -    (4 ) -       -       -       -       -    (4 )
Net assets disposed
221    57    -    128    -    -    74    92    77    423    149    77       128       171    451    83       66       90       211       237    541
Re-classification of currency translation effects on disposal 2    -    -    -    -    -    -    -    -    2    -    -
Reclassification of currency translation effects on disposal    57       3    14    -       -       -       57       3    14
Total
223    57    -    128    -    -    74    92    77    425    149    77       185       174    465    83       66       90       268       240    555
Proceeds from disposals (net of disposal costs)
250    51    -    128    -    -    102    137    103    480    188    103       224       26    652    121       96       133       345       122    785
Profit on step acquisition (note 31)
-    16    -    -    -    -    -    -    -    -    16    -
Profit on disposals
27    10    -    -    -    -    28    45    26    55    55    26
Asset exchange (iii) (note 30)
   -       144    -    -       -       -       -       144    -
Profit/(loss) on disposals
   39       (4 ) 187    38       30       43       77       26    230
Net cash inflow arising on disposal

Cash proceeds
250    51    -    128    -    -    102    137    103    480    188    103       224       26    652    121       96       133       345       122    785
Less: cash and cash equivalents disposed
(38 ) -    -    -    -    -    -    -    -    (38 ) -    -       -       -    (3 ) -       -       -       -       -    (3 )
Total
212    51    -    128    -    -    102    137    103    442    188    103       224       26    649    121       96       133       345       122    782

(i)
This relates principally to the ~~disposals~~disposal of our 50% equity stake in ~~2011~~our Turkish joint venture, Denizli Çimento (which was part of the ~~Insulation and Climate Control businesses in~~ Europe ~~Products.~~Heavyside segment).
(ii)
This relates principally to the disposal of our ~~35% associate~~49% investment in our Portugese joint venture, Secil (which was part of the ~~Trialis distribution business in France.~~Europe Heavyside segment).
(iii)
On 25 February 2013, the Group transferred its 26% stake in Corporacion Uniland to Cementos Portland Valderrivas in exchange for a 99% stake in Cementos Lemona, an integrated cement, readymixed concrete and aggregates business.
(b) Assets held for sale
In November 2013, a Group-wide portfolio review was initiated which identified a number of business units which did not meet our future returns objectives and which were in line for divestment. This review was completed during 2014; a multi-year divestment programme commenced during the year, with proceeds of€0.35 billion realised on business and non-current asset disposals in 2014.
On 15 December 2014, the Group announced that it had reached agreement to dispose of its clay and concrete businesses in the United Kingdom (Europe Heavyside) and its clay business in the United States (Americas Products) for an Enterprise Value (EV) of Stg £414 million. As part of the transaction, the purchaser will assume certain debt and pension liabilities and accordingly, the net cash consideration payable to CRH is expected to be approximately Stg £295 million. The transaction closed in the first quarter of 2015. The assets associated with this transaction, together with a number of smaller business units, met the “held for sale” criteria set out in IFRS 5 Non-current Assets Held for Sale and Discontinued Operations as at 31 December 2014 and the relevant assets and liabilities have accordingly been reclassified as assets or liabilities held for sale as appropriate as set out in the table below.
The businesses either divested in 2014 or held for sale at year-end 2014 are not considered to be either separate major lines of business or geographical areas of operation and therefore do not constitute discontinued operations as defined in IFRS 5.
31 December
2014
€m
Assets
Property, plant and equipment (note 13)
262
Intangible assets (note 14)
17
Financial assets (note 15)
34
Deferred income tax assets (note 26)
4
Inventories (note 19)
102
Trade and other receivables (note 19)
79
Cash and cash equivalents (note 22)
33
Assets held for sale
531
Liabilities
Trade and other payables (note 19)
98
Current income tax liabilities
4
Provisions for liabilities (note 19)
7
Deferred income tax liabilities (note 26)
23
Retirement benefit obligations (note 27)
81
Liabilities associated with assets classified as held for sale
213
Net assets held for sale
318
Total losses recognised in other comprehensive income and accumulated in equity relating to assets held for sale amounted to€164 million at 31 December 2014.
CRH      151
5. Employment
The average number of employees is as follows:
   Year ended 31 December
   2014       2013       2012
Europe Heavyside
   19,096       19,996       19,879
Europe Lightside
   5,003       4,849       4,664
Europe Distribution
   11,607       11,263       11,086
Europe
   35,706       36,108       35,629
Americas Materials
   18,457       18,216       18,106
Americas Products
   17,707       17,276       15,546
Americas Distribution
   3,836       3,709       3,532
Americas
   40,000       39,201       37,184
Total Group
   75,706       75,309       72,813
Employment costs charged in the Consolidated Income Statement are analysed as follows:


   2014    2013    2012
      €m    €m    €m
Wages and salaries
   2,987       2,915       2,876
Social welfare costs
   368       360       359
Other employment-related costs
   448       464       432
Share-based payment expense (note 7)
   16       15       14
Total retirement benefits expense (note 27)
   215       201       181
Total
   4,034       3,955       3,862
Total charge analysed between:

Cost of sales
   1,985       1,974       1,946
Operating costs
   2,035       1,959       1,891
Finance costs (net) - applicable to retirement benefit obligations (note 8)
   14       22       25
Total
   4,034       3,955       3,862

6. Directors’ Emoluments and Interests
Directors’ emoluments (which are included in administrative expenses in note 3)2) and interests are ~~given~~presented in the Directors’ Remuneration Report on ~~Directors’ Remuneration on~~ pages 85108 to 96131 of this Annual Report.

~~CRH    125~~
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
7. ~~Employment~~
~~The average number of employees (including the Group’s proportionate share of employees in joint ventures) is as follows:~~

Year ended 31 December 2011    Materials    Products    Distribution    Total
Group
Europe
   11,649       16,636       12,147       40,432
Americas
   17,805       14,895       3,301       36,001
Total
   29,454       31,531       15,448       76,433
Year ended 31 December 2010

Europe
   11,891       17,787       10,639       40,317
Americas
   17,751       15,103       3,247       36,101
Total
   29,642       32,890       13,886       76,418
Year ended 31 December 2009

Europe
   12,599       18,454       10,997       42,050
Americas
   18,075       16,349       3,348       37,772
Total
   30,674       34,803       14,345       79,822
~~Employment costs charged in the Consolidated Income Statement (including the Group’s proportionate share of joint ventures’ costs) are analysed as follows:~~


2011
€m

2010
€m

2009
€m

Wages and salaries
   2,692       2,722    2,711
Social welfare costs
   344       337    340
Other employment-related costs
   378       385    418
Share-based payment expense (note 8)
   21       19    28
Total pension costs (note 28)
   158       173    179
Total
   3,593       3,636    3,676
Total charge analysed between:

Cost of sales
   1,791       1,869    1,834
Operating costs
   1,795       1,762    1,834
Profit on disposals - applicable to defined benefit pension schemes (note 5)
   -       (5 ) -
Finance costs (net) - applicable to defined benefit pension schemes (note 9)
   7       10    8
Total
   3,593       3,636    3,676
~~126    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
8. Share-based Payment Expense

      2011
€m    2010
€m    2009
€m
Share option expense
   9       9       18
Performance Share Plan expense
   12       10       10
Total
   21       19       28
   2014    2013    2012
      €m    €m    €m
Share option expense (i)
   1       1       -
Performance Share Plans and Restricted Share Plan expense (ii)
   15       14       14
Total
   16       15       14
~~Share-based~~
(i)
Relates to options granted under the 2000 share option scheme, the 2010 share option scheme and the savings-related share option schemes.
(ii)
Relates to awards granted under the 2006 and 2014 Performance Share Plans and the 2013 Restricted Share Plan.
The share-based payment expense is reflected in operating costs in the Consolidated Income Statement.
~~Share option schemes~~
In May ~~2010,~~2014, shareholders approved the adoption of a new ~~share option and savings-related share option schemes,~~Performance Share Plan (the “2014 Performance Share Plan”), which replaced ~~schemes approved~~the 2006 Performance Share Plan (approved by shareholders in May ~~2000.~~2006), the 2010 Share Option Scheme (approved by shareholders in May 2010) and the 2013 Restricted Share Plan (together, the “Existing Plans”). Following the introduction of the 2014 Performance Share Plan, no further awards will be made under the Existing Plans. Consequently, the last awards under the Existing Plans were made in 2013. The general terms and conditions applicable to the ~~new share option and~~various plans are set out in the Directors’ Remuneration Report on pages 112 to 116.
The Group also operates savings-related share option ~~schemes were set out in a circular issued to shareholders on 31 March 2010, a copy of which is available onwww.crh.com~~.schemes. Due to the immateriality of the savings-related schemes’ expense and the level of savings-related share options outstanding, detailed financial disclosures have not been provided in relation to these schemes.
152      CRH
7. Share-based Payment Expense|continued
Share option schemes
Details of options granted under the share option schemes (excluding savings-related share option schemes)

   Weighted
average
exercise
price Number
of options
2011 Weighted
average
exercise
price Number
of options
2010 Weighted
average
exercise
price Number
of options
2009
Outstanding at beginning of year
€ 19.38    23,515,521    € 19.21    24,626,022    € 21.03    24,025,246
Rights Issue adjustment - March 2009
n/a    -    n/a    -    n/a    2,594,915
Granted (a)
€ 16.38    3,558,500    € 18.39    3,343,700    € 16.93    2,596,000
Exercised (b)
€ 13.36    (229,898 ) € 15.36    (2,624,284 ) € 14.92    (3,562,399 )
Lapsed
€ 18.30    (3,252,367 ) € 21.14    (1,829,917 ) € 21.92    (1,027,740 )
Outstanding at end of year
€ 19.13    23,591,756    € 19.38    23,515,521    € 19.21    24,626,022
Exercisable at end of year
€ 16.03    6,497,695    € 16.10    8,698,585    € 16.00    11,816,179
   Weighted average      Number of       Weighted average    Number of   Weighted average    Number of
   exercise price    options exercise price    options exercise price    options
            2014       2013       2012
Outstanding at beginning of year    €18.75       21,798,887    €18.84       23,295,955    €19.13       23,591,756
Granted    -       -    €16.19       3,853,400    €15.19       3,889,100
Exercised (a)    €16.58       (919,205 ) €13.21       (1,245,029 ) €11.98       (1,010,780 )
Lapsed    €16.77       (5,398,491 ) €18.53       (4,105,439 ) €18.68       (3,174,121 )

Outstanding at end of year (b)    €19.58       15,481,191    €18.75       21,798,887    €18.84       23,295,955
Exercisable at end of year    €18.79       1,248,698    €17.94       2,114,772    €16.24       3,364,448

(a) ~~Granted in April 2011 (2010: May; 2009: April),~~The weighted average share price at the date of exercise of these options was€20.47 (2013:€17.28; 2012:€14.95).
(b)
The level of vesting of ~~these~~ options outstanding at the end of the year will be determined by reference to certain performance targets ~~(see pages 86 to 89)~~(outlined on page 116 of this Annual Report). If the performance criteria have been met, these options, or portion thereof as appropriate, may be exercised after the expiration of three years from their date of grant. All options granted have a life of ten years.

      2014    2013    2012
Weighted average remaining contractual life for the share options outstanding at 31 December (years)    4.89       5.54       5.69
Euro-denominated options outstanding at the end of the year (number)    15,389,922       21,683,559       23,182,257
Range of exercise prices (€)    15.19-29.86       15.07-29.86       11.86-29.86
Sterling-denominated options outstanding at the end of the year (number)    91,269       115,328       113,698
Range of exercise prices (Stg£)    12.80-20.23       10.04-20.23       8.17-20.23
The CRH share price at 31 December 2014 was€19.90 (2013:€18.30; 2012:€15.30). The following analysis shows the number of outstanding share options with exercise prices lower/higher than the year-end share price:

Number of options with exercise prices lower than year-end price:
Exercisable    1,248,698       506,581       1,677,365
Not exercisable    8,789,200       13,788,399       5,382,296
   10,037,898       14,294,980       7,059,661
Number of options with exercise prices higher than year-end price:
Exercisable    -       1,608,191       1,687,083
Not exercisable    5,443,293       5,895,716       14,549,211
   5,443,293       7,503,907       16,236,294
Total options outstanding    15,481,191       21,798,887       23,295,955
The Group measures the fair value of options granted using the trinomial model (a lattice option-pricing model in accordance with IFRS 2Share-based Payment). Due to the immateriality of the share option expense in the current and prior years, detailed fair value disclosures have not been included.
2014 Performance Share Plan
The general terms and conditions of the 2014 Performance Share Plan were set out in a circular issued to shareholders prior to the Annual General Meeting held in 2014, a copy of which is available on www.crh.com. The structure of the 2014 Performance Share Plan is set out in the Directors’ Remuneration Report on page 112. An expense of€5 million was recognised in 2014.
Details of awards granted under the 2014 Performance Share Plan
      Period to    Number of Shares
   Share price    earliest
   at date    release    Initial    Net
      of award    date    award    outstanding
Granted in 2014
   €20.49       3 years       2,283,960       2,270,340
75% of vesting is subject to Total Shareholder Return (TSR) performance against sector peers, while the remaining 25% of vesting is subject to a cumulative cash flow target. A small number of awards are subject only to a three year service period (i.e. no performance conditions).
~~(b)~~ ~~The weighted average share price at the date of exercise of these options was~~€~~15.11 (2010:~~€~~18.50; 2009~~€~~18.29).~~
CRH      153

      2011    2010    2009
Weighted average remaining contractual life for the share options outstanding at 31 December (years)    5.53       5.24       5.16
Euro-denominated options outstanding at the end of the year (number)    23,473,569       23,388,616       24,478,108
Range of exercise prices (€)
   11.86-29.86       11.86-29.86       11.86-29.86
Sterling-denominated options outstanding at the end of the year (number)    118,187       126,905       147,914
Range of exercise prices (Stg£)
   8.17-20.23       8.17-20.23       8.17-20.23
~~The CRH share price at 31 December 2011 was~~€~~15.36 (2010:~~€~~15.50; 2009~~€~~19.01). The following analysis shows the number of outstanding share options with exercise prices lower/higher than the year-end share price:~~

Number of options with exercise prices lower than year-end price:

Exercisable
   2,780,082       3,091,771       11,816,179
Not exercisable
   1,613,397       1,780,303       4,583,144
   4,393,479       4,872,074       16,399,323
Number of options with exercise prices higher than year-end price:

Exercisable
   3,717,613       5,606,814       -
Not exercisable
   15,480,664       13,036,633       8,226,699
   19,198,277       18,643,447       8,226,699
Total options outstanding
   23,591,756       23,515,521       24,626,022
~~CRH    127~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~

8.7. Share-based Payment Expense|continued
~~Fair values~~
The ~~weighted average~~ fair value assigned to the ~~3-year euro-denominated options granted in 2011 under the 2010 share option scheme~~portion of awards which are subject to TSR performance was€~~4.03 (2010:~~€~~4.06; 2009: 2000 share option scheme:~~€~~3.05).~~10.88. The fair ~~values~~value of these ~~options were determined~~awards was calculated using a TSR pricing model taking account of peer group TSR, volatilities and correlations together with the following assumptions:

      2011    2010    2009
Weighted average exercise price
   €16.38       €18.39       €16.92
Risk-free interest rate
   2.68%       1.57%       2.38%
Expected dividend payments over the expected life
   €3.25       €3.20       €3.20
Expected volatility
   32.9%       30.8%       24.5%
Expected life in years
   5       5       5
2014
Risk-free interest rate (%)
0.13
Expected volatility (%)
21.9
The expected volatility was determined using a historical sample of 6137 month-end CRH share prices. ~~Share options~~
The fair value of (i) the portion of awards subject to cash flow performance and (ii) the awards with no performance conditions (which are ~~granted at market~~subject to a three year service period) was€20.49. The fair value was calculated using the closing CRH share price at the date ~~of grant. The expected lives~~the award was granted. Awards vest only if all performance and service conditions are met. No expense is recognised for awards that do not ultimately vest. At the balance sheet date the estimate of the ~~options are based on historical data~~level of vesting is reviewed and ~~are therefore not necessarily indicative of exercise patterns that may materialise.~~any necessary adjustment to the share-based payment expense is recognised in the Consolidated Income Statement.
Other than the assumptions listed above, no other features of option grants were factored into the determination of fair value. No relevant modifications were effected to either the 2010 share option scheme or the previously approved 2000 share option scheme during the course of 2011, 2010 or 2009.
2006 Performance Share Plan
~~The Group operates a Performance Share Plan which was approved by shareholders in May 2006.~~
The expense of€128 million ~~(2010:~~(2013:€1013 million; ~~2009:~~2012:€1014 million) reported in the Consolidated Income Statement has been arrived at through applying a Monte Carlo simulation technique to model the combination of market-based and non-market-based performance conditions in the Plan.
Details of awards granted under the 2006 Performance Share Plan

Number of Shares
   Share price
at date of
award* Period to
earliest
release date Initial
award Rights
Issue
adjustment Cumulative
lapses/releases
to date** Net
outstanding Fair
value
Granted in 2008
€ 23.45    3 years    741,000    76,331    (817,331 ) -    €10.27
Granted in 2009
€ 17.00    3 years    1,658,000    -    (248,000 ) 1,410,000    €8.29
Granted in 2010
€ 18.51    3 years    1,459,750    -    (160,500 ) 1,299,250    €10.01
Granted in 2011
€ 16.52    3 years    1,684,250    -    (58,500 ) 1,625,750    €9.72
      Period to    Number of Shares
   Share price    earliest
   at date    release    Initial    Net    Fair
      of award    date    award    outstanding            value
Granted in 2011
   €16.52       3 years       1,684,250       -       €9.72
Granted in 2012
   €15.63       3 years       2,079,000       1,849,000       €7.77
Granted in 2013
   €16.69       3 years       1,195,500       1,040,500       €8.54
In February 2014, 742,604 of the shares awarded under the Performance Share Plan in 2011 vested and accordingly were released to the participants of the scheme. The remaining awards granted in 2011 lapsed.
* ~~Share prices in respect of awards prior to the Rights Issue which took place in March 2009 have not been rights adjusted.~~
** In March 2011, 313,556 (46.2% of the initial award net of lapses and adjusted for the Rights Issue) of the shares awarded under the Performance Share Plan in 2008 vested and accordingly were released to the participants of the scheme.
The fair value of the shares awarded was determined using a Monte Carlo simulation technique taking account of peer group ~~total shareholder return,~~TSR, volatilities and correlations, together with the following assumptions:

   2013      2012
   2011    2010    2009
Risk-free interest rate (%)
   2.08       1.32       1.77       0.10         0.33
Expected volatility (%)
   38.6       33.5       28.1       31.3         35.4
~~The expected volatility was determined using a historical sample~~2013 Restricted Share Plan
Due to the immateriality of ~~37 month-end CRH share prices.~~the Restricted Share Plan expense and the level of awards outstanding in this plan at 31 December 2014 and 31 December 2013, detailed financial disclosures have not been provided in relation to this share-based payment arrangement.

~~128    CRH~~
154      CRH
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
9.8. Finance Costs and Finance Income

     2014    2013    2012
   2011
€m 2010
€m 2009
€m      €m    €m    €m
Finance costs

Interest payable on borrowings
   335    379    377         308       323       327
Net income on interest rate and currency swaps
   (65 ) (105 ) (77 )      (42 )    (55 )    (47 )
Mark-to-market of derivatives and related fixed rate debt:

- interest rate swaps (i)
   12    7    133         (15 )    68       22
- currency swaps and forward contracts
   (2 ) (7 ) 7         -       1       3
- fixed rate debt (i)
   (15 ) (19 ) (135 )      8       (79 )    (34 )
Net gain on interest rate swaps not designated as hedges
   (3 ) -    -
Net (gain)/loss on interest rate swaps not designated as hedges
     (5 )    4       -
Net finance cost on gross debt including related derivatives
   262    255    305         254       262       271
Finance income

Interest receivable on loans to joint ventures and associates
   (3 ) (3 ) (3 )      (3 )    (3 )    (2 )
Interest receivable on liquid investments and cash and cash equivalents
   (30 ) (34 ) (32 )
Interest receivable on cash and cash equivalents and other
     (5 )    (10 )    (13 )
Finance income
   (33 ) (37 ) (35 )      (8 )    (13 )    (15 )
Finance costs less income
   229    218    270         246       249       256
Other financial expense

Unwinding of discount element of provisions for liabilities (note 26)
   15    15    15
Unwinding of discount applicable to deferred and contingent acquisition consideration
   6    4    4
Pension-related finance cost (net) (note 28)
   7    10    8
Unwinding of discount element of provisions for liabilities (note 25)
     16       15       15
Unwinding of discount applicable to deferred and contingent acquisition consideration (note 18)
     12       11       9
Pension-related finance cost (net) (note 27)
     14       22       25
Total
   28    29    27         42       48       49
(i) The Group uses interest rate swaps to convert fixed rate debt to floating rate. Fixed rate debt, which has been converted to floating rate through the use of interest rate swaps, is stated in the Consolidated Balance Sheet at adjusted value to reflect movements in underlying fixed rates. The movement on this adjustment, together with the offsetting movement in the fair value of the related interest rate swaps, is included in finance costs in each reporting period.
~~(i)~~ The Group uses interest rate swaps to convert fixed rate debt to floating rate. Fixed rate debt, which has been converted to floating rate through the use of interest rate swaps, is stated in the Consolidated Balance Sheet at adjusted value to reflect movements in underlying fixed rates. The movement on this adjustment, together with the offsetting movement in the fair value of the related interest rate swaps, is included in finance costs in each reporting period.

~~10. Group~~9. Share of ~~Associates’ Profit after Tax~~Equity Accounted Investments’ Profit/(Loss)
The Group’s share of joint ventures’ and associates’ ~~profit~~result after tax is ~~equity-accounted~~equity accounted and is presented as a single-line item in the Consolidated Income ~~Statement. The Group’s share of profit after tax generated by associates~~Statement; it is analysed as follows between the principal Consolidated Income Statement captions:

   Joint Ventures Associates Total
   2011
€m 2010
€m 2009
€m
    2014
€m

      2013
€m

      2012
€m

      2014
€m

      2013
€m

      2012
€m

      2014
€m

      2013
€m

      2012
€m

Group share of:

Revenue
   1,095    1,070    1,029       488    469    575    953    961    978    1,441    1,430    1,553
Profit before finance costs and impairments
   92    79    64
Impairments
   (11 ) (22 ) -
EBITDA (as defined)*
   62    60    77    106    109    118    168    169    195
Depreciation and amortisation
   (27 ) (27 ) (37 ) (45 ) (39 ) (50 ) (72 ) (66 ) (87 )
Impairment (i)
   -    (54 ) -    -    (51 ) (146 ) -    (105 ) (146 )
Operating profit/(loss)
   35    (21 ) 40    61    19    (78 ) 96    (2 ) (38 )
Finance costs (net)
   (19 ) (9 ) (5 )    (6 ) (2 ) (2 ) (21 ) (22 ) (26 ) (27 ) (24 ) (28 )
Profit before tax
   62    48    59
Profit/(loss) before tax
   29    (23 ) 38    40    (3 ) (104 ) 69    (26 ) (66 )
Income tax expense
   (20 ) (20 ) (11 )    (3 ) (5 ) (10 ) (11 ) (13 ) (8 ) (14 ) (18 ) (18 )
Profit after tax
   42    28    48
Profit/(loss) after tax
   26    (28 ) 28    29    (16 ) (112 ) 55    (44 ) (84 )
An analysis of the ~~profit~~result after tax by operating segment is presented in note 1. The aggregated balance sheet data (analysed between current and non-current assets and liabilities) in respect of the Group’s investment in joint ventures and associates is presented in note ~~16.~~15.
(i) See section (b) of note 14 for details of the 2013 impairment charge.

*
EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges and profit on disposals.
~~CRH    129~~
CRH      155
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~11.~~10. Income Tax Expense

Recognised within the Consolidated Income Statement    2011
€m 2010
€m 2009
€m
2014
€m

2013
€m

2012
€m

(a) Current tax

Republic of Ireland
   -    5    (4 )      -         (1 )      (4 )
Overseas
   194    63    40         141         77         103
Total current tax
   194    68    36
Total current tax expense
     141         76         99
(b) Deferred tax

Origination and reversal of temporary differences:

Defined benefit pension obligations
   27    7    11
Retirement benefit obligations
     7         16         20
Share-based payment expense
   -    4    (3 )      -         (1 )      1
Derivative financial instruments
   5    18    (11 )      6         4         (9 )
Other items (primarily in relation to losses carried forward in 2011)
   (112 ) (2 ) 101
Total deferred tax
   (80 ) 27    98
Other items
     23         (15 )      (5 )
Total deferred tax expense
     36         4         7
Income tax expense reported in the Consolidated Income Statement
   114    95    134         177         80         106
Recognised within equity
(a) Within the Consolidated Statement of Comprehensive Income:

Deferred tax - defined benefit pension obligations
   56    7    20
Deferred tax - cash flow hedges
   2    (3 ) (2 )
   58    4    18
(b) Within the Consolidated Statement of Changes in Equity:

Current tax - share option exercises
   -    1    1
Deferred tax - share-based payment expense
   -    (3 ) 2
   -    (2 ) 3
Deferred tax - retirement benefit obligations
     69         (43 )      23
Income tax recognised directly within equity
   58    2    21         69         (43 )      23
Reconciliation of applicable tax rate to effective tax rate

Profit before tax (€m)
   711    534    732
Tax charge expressed as a percentage of profit before tax (effective tax rate):

Profit/(loss) before tax (€m)
     761         (215 )      646
Tax charge expressed as a percentage of profit/(loss) before tax (effective tax rate):

- current tax expense only
   27.3%    12.7%    4.9%         18.5%         (35.3% )      15.3%
- total income tax expense (current and deferred)
   16.0%    17.8%    18.3%         23.2%         (37.2% )      16.4%
The following table reconciles the applicable Republic of Ireland statutory tax rate to the effective tax rate (current and deferred) of the Group:
The following table reconciles the applicable Republic of Ireland statutory tax rate to the effective tax rate (current and deferred) of the Group:

             % of profit/(loss) before tax
Irish corporation tax rate      12.5         12.5         12.5
Higher tax rates on overseas earnings      9.6         17.8         3.1
Other items (primarily comprising items not chargeable to tax/expenses not deductible for tax):
- arising from 2013 impairment      -         (70.2 )      -
- other items      1.1         2.7         0.8
Total effective tax rate      23.2         (37.2 )      16.4
Other disclosures
Changes in tax rates
The ~~following table reconciles the applicable Republic of Ireland statutory~~total tax ~~rate~~charge in future periods will be affected by any changes to the ~~effective~~ tax ~~rate (current and deferred) of~~rates in force in the ~~Group:~~countries in which the Group operates.

   % of profit before tax
Irish corporation tax rate
   12.5    12.5       12.5
Higher tax rates on overseas earnings
   4.6    2.7       3.8
Other items (comprising items not chargeable to tax/expenses not deductible for tax)    (1.1 ) 2.6       2.0
Total effective tax rate    16.0    17.8       18.3
~~130    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~11. Income Tax Expense~~~~continued~~
~~Factors that may affect future tax charges and other disclosure requirements~~
Excess of capital allowances over depreciation
The current tax charge will also be impacted by changes in the excess of tax depreciation (capital allowances) over accounting depreciation. Based on current capital investment plans, the Group expects to continue to be in a position to claim capital allowances in excess of depreciation in future years.
Investments in subsidiaries ~~and associates and interests in joint ventures~~
Given that participation exemptions and tax credits would be available in the context of the Group’s investments in subsidiaries ~~and joint ventures~~ in the majority of the jurisdictions in which the Group operates, the aggregate amount of temporary differences in respect of which deferred tax liabilities have not been recognised would be ~~immaterial (with materiality defined in the context of the year-end 2011 financial statements).~~immaterial.
Proposed dividends
There are no income tax consequences for the Company in respect of dividends proposed prior to issuance of the Consolidated Financial Statements and for which a liability has not been recognised.
~~Other considerations~~
The total tax charge in future periods will be affected by any changes to the corporation tax rates in force in the countries in which the Group operates. The current tax charge will also be impacted by changes in the excess of tax depreciation (capital allowances) over accounting depreciation and the use of tax credits.

156      CRH
~~12.~~11. Dividends
~~As shown in note 29, the Company has various classes of share capital in issue comprising Ordinary Shares, 5% Cumulative Preference Shares and 7% ‘A’ Cumulative Preference Shares.~~ The dividends paid and proposed in respect of ~~these classes~~each class of share capital are as follows:


2011
€m

2010
€m

2009
€m

Dividends to shareholders

Preference

5% Cumulative Preference Shares€3,175 (2010:€3,175; 2009:€3,175)
   -    -    -
7% ‘A’ Cumulative Preference Shares€77,521 (2010:€77,521; 2009:€77,521)
   -    -    -
Equity

Final—44.00c per Ordinary Share in May 2011 (44.00c paid in May 2010; 2009: 43.74c paid in May 2009)    312    307    258
Interim—paid 18.50c per Ordinary Share (2010: 18.50c; 2009: 18.50c)
   133    131    128
Total
   445    438    386
Dividends proposed (memorandum disclosure)

Equity

Final 2011—proposed 44.00c per Ordinary Share (2010: 44.00c; 2009 44.00c)
   316    312    307
Reconciliation to Consolidated Statement of Cash Flows

Dividends to shareholders
   445    438    386
Less: issue of scrip shares in lieu of cash dividends
   (135 ) (140 ) (148 )
Dividends paid to equity holders of the Company
   310    298    238
Dividends paid by subsidiaries to non-controlling interests
   9    6    7
Total dividends paid
   319    304    245
~~CRH    131~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~


2014
€m

2013
€m

2012
€m

Dividends to shareholders
Preference
5% Cumulative Preference Shares€3,175 (2013:€3,175; 2012:€3,175)      -       -       -
7% ‘A’ Cumulative Preference Shares€77,521 (2013:€77,521; 2012:€77,521)      -       -       -
Equity
Final - paid 44.00c per Ordinary Share (2013: 44.00c; 2012: 44.00c)      323       320       317
Interim - paid 18.50c per Ordinary Share (2013: 18.50c; 2012: 18.50c)      137       135       133
Total      460       455       450
Dividends proposed (memorandum disclosure)
Equity
Final 2014 - proposed 44.00c per Ordinary Share (2013: 44.00c; 2012: 44.00c)      359       323       320
Reconciliation to Consolidated Statement of Cash Flows
Dividends to shareholders      460       455       450
Less: issue of scrip shares in lieu of cash dividends (note 28)      (107 )    (88 )    (88 )
Dividends paid to equity holders of the Company      353       367       362
Dividends paid by subsidiaries to non-controlling interests      4       1       4
Total dividends paid      357       368       366

~~13.~~12. Earnings per Ordinary Share
The computation of basic and diluted earnings per Ordinary Share is set out below:



2011
€m

2010
€m

2009
€m

2014
€m

2013
€m

2012
€m

Numerator computations - basic and diluted earnings per Ordinary Share

Group profit for the financial year
597    439    598
Numerator computations
Group profit/(loss) for the financial year      584       (295 )    540
Profit attributable to non-controlling interests
(7 ) (7 ) (6 )      (2 )    (1 )    (2 )
Profit attributable to equity holders of the Company
590    432    592
Profit/(loss) attributable to equity holders of the Company      582       (296 )    538
Preference dividends
-    -    -         -       -       -
Profit attributable to ordinary equity holders of the Company - numerator for
basic/diluted earnings per Ordinary Share 590    432    592
Profit/(loss) attributable to ordinary equity holders of the Company - numerator for basic/diluted earnings per Ordinary Share      582       (296 )    538
Denominator computations

Denominator for basic earnings per Ordinary Share

Weighted average number of Ordinary Shares (millions) outstanding for the year (i)
714.4    704.6    670.8         737.6       729.2       721.9
Effect of dilutive potential Ordinary Shares (employee share options) (millions) (i) and (ii) 0.3    1.0    2.7         0.7       -       0.3
Denominator for diluted earnings per Ordinary Share
714.7    705.6    673.5         738.3       729.2       722.2
Basic earnings per Ordinary Share
82.6c    61.3c    88.3c
Basic earnings/(loss) per Ordinary Share
     78.9c       (40.6c )    74.6c
Diluted earnings per Ordinary Share
82.6c    61.2c    87.9c
Diluted earnings/(loss) per Ordinary Share
     78.8c       (40.6c )    74.5c

(i) ~~Basic and diluted earnings per Ordinary Share:~~
The weighted average number of Ordinary Shares included in the computation of basic and diluted earnings per Ordinary Share has been adjusted to exclude shares held by the Employee Benefit Trust and Ordinary Shares repurchased and held by the Company (CRH plc) as Treasury Shares given that these shares do not rank for dividend. The number of Ordinary Shares so held at the balance sheet date is detailed in note ~~29.~~28.

(ii) The issue of certain Ordinary Shares in respect of employee share options and Performance Share Plan awards is contingent upon the satisfaction of specified performance conditions in addition to the passage of time. In accordance with IAS 33~~Earnings per Share,~~ ~~these contingently~~
Contingently issuable Ordinary Shares (totalling ~~21,429,061~~19,062,236 at 31 December ~~2011, 18,485,196~~2014, 24,282,615 at 31 December ~~2010~~2013 and ~~15,851,556~~24,856,007 at 31 December ~~2009)~~2012) are excluded from the computation of diluted earnings per Ordinary Share where the conditions governing exercisability have not been satisfied as at the end of the reporting ~~period.~~period or they are antidilutive for the periods presented.
Subsequent to year end the Group completed a share placing. Further details are set out in note 33.
~~132    CRH~~
CRH      157
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~14.~~13. Property, Plant and Equipment

Land and
buildings (i)
€m Plant and
machinery
€m Transport
€m Assets in
course of
construction
€m Total
€m
Land and
buildings (i)
€m

Plant and
machinery
€m

Assets in
course of
construction
€m

Total
€m

At 31 December 2011

At 31 December 2014

Cost/deemed cost
6,372    7,899    874    616    15,761       6,068    8,940    220    15,228
Accumulated depreciation (and impairment charges) (1,587 ) (4,637 ) (601 ) -    (6,825 )    (1,892 ) (5,914 ) -    (7,806 )
Net carrying amount
4,785    3,262    273    616    8,936       4,176    3,026    220    7,422
At 1 January 2011, net carrying amount
4,775    3,323    268    526    8,892
At 1 January 2014, net carrying amount
   4,096    3,214    229    7,539
Translation adjustment
45    20    8    -    73       329    64    1    394
Reclassifications
51    47    39    (137 ) -       66    34    (100 ) -
Additions at cost (ii)
64    252    32    228    576
Arising on acquisition (note 31)
140    185    14    -    339
Additions at cost
   45    264    126    435
Arising on acquisition (note 30)
   20    71    -    91
Disposals at net carrying amount
(129 ) (62 ) (10 ) (1 ) (202 )    (68 ) (27 ) -    (95 )
Reclassified as held for sale
   (173 ) (88 ) (1 ) (262 )
Depreciation charge for year
(153 ) (495 ) (78 ) -    (726 )    (132 ) (499 ) -    (631 )
Impairment charge for year (iii)
(8 ) (8 ) -    -    (16 )
At 31 December 2011, net carrying amount 4,785    3,262    273    616    8,936
Impairment charge for year (ii)
   (7 ) (7 ) (35 ) (49 )
At 31 December 2014, net carrying amount
   4,176    3,026    220    7,422
The equivalent disclosure for the prior year is as follows:
The equivalent disclosure for the prior year is as follows:


At 31 December 2010

At 31 December 2013

Cost/deemed cost
6,170    7,618    828    526    15,142       5,912    8,847    229    14,988
Accumulated depreciation (and impairment charges) (1,395 ) (4,295 ) (560 ) -    (6,250 )    (1,816 ) (5,633 ) -    (7,449 )
Net carrying amount
4,775    3,323    268    526    8,892       4,096    3,214    229    7,539
At 1 January 2010, net carrying amount
4,465    3,355    299    416    8,535
At 1 January 2013, net carrying amount
   4,313    3,371    287    7,971
Translation adjustment
262    183    20    24    489       (129 ) (114 ) (8 ) (251 )
Reclassifications
36    93    (2 ) (127 ) -       7    144    (151 ) -
Additions at cost (ii)
50    193    17    206    466
Arising on acquisition (note 31)
171    109    33    8    321
Additions at cost
   46    350    101    497
Arising on acquisition (note 30)
   132    210    -    342
Disposals at net carrying amount
(51 ) (66 ) (15 ) (1 ) (133 )    (30 ) (44 ) -    (74 )
Depreciation charge for year
(151 ) (536 ) (84 ) -    (771 )    (132 ) (539 ) -    (671 )
Impairment charge for year (iii)
(7 ) (8 ) -    -    (15 )    (111 ) (164 ) -    (275 )
At 31 December 2010, net carrying amount 4,775    3,323    268    526    8,892
At 31 December 2013, net carrying amount
   4,096    3,214    229    7,539
At 1 January 2010

At 1 January 2013

Cost/deemed cost
5,710    7,113    803    416    14,042       5,838    8,694    287        14,819
Accumulated depreciation
(1,245 ) (3,758 ) (504 ) -    (5,507 )
Accumulated depreciation (and impairment charges)
   (1,525 ) (5,323 ) -    (6,848 )
Net carrying amount
4,465    3,355    299    416    8,535       4,313    3,371    287    7,971

(i)
The carrying value of mineral-bearing land included in the land and buildings category above amounted to€~~2,087~~1,997 million at the balance sheet date ~~(2010:~~(2013:€~~1,974~~1,824 million).

(ii)
The impairment charge of~~Borrowing costs capitalised during~~€49 million in 2014, of which€47 million has been charged against cost of sales (see note 2), relates to the ~~financial year amounted to~~write down of property, plant and equipment in Europe Heavyside (€~~8 million (2010:~~35 million) and Americas Products (€~~9 million; 2009:~~€1014 million). ~~The average capitalisation rate employed to determine the amount of borrowing costs eligible for capitalisation was 5.5% (2010: 5.5%; 2009: 5.5%).~~

(iii)
The property, plant and equipment impairment charge ~~for 2011~~ of€16275 million ~~(2010:~~in 2013, of which€~~15 million; 2009:~~€~~30 million) represents charges across~~271 million was charged against cost of sales (see note 2), arose primarily from a ~~number~~Group-wide portfolio review initiated in November 2013; further details of ~~business units~~this, and of the related impairment of intangible assets in ~~the Group, none~~2013, are set out in section (b) of ~~which is individually material.~~note 14.
~~CRH    133~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~14. Property, Plant and Equipment~~~~continued~~
~~Assets held under finance leases~~
~~The net carrying amount and the depreciation charge during the period in respect of assets held under finance leases were not material to the Group.~~
Future purchase commitments for property, plant and equipment

   2011
€m    2010
€m
2014
€m

2013
€m

Contracted for but not provided in the financial statements
   198       305       211                   155
Authorised by the Directors but not contracted for
   183       143       70       91

158      CRH
~~15.~~14. Intangible Assets

Other intangible assets    Other intangible assets
Goodwill
€m Marketing-
related
€m Customer-
related(i)
€m Contract-
based
€m Total
€m
Goodwill
€m

Marketing-
related
€m

Customer-
related (i)
€m

Contract-
based
€m

Total
€m

At 31 December 2011

At 31 December 2014

Cost/deemed cost
4,358    44    361    24    4,787       4,362    52    448    37    4,899
Accumulated amortisation (and impairment charges) (57 ) (30 ) (200 ) (12 ) (299 )    (344 ) (40 ) (322 ) (20 ) (726 )
Net carrying amount
4,301    14    161    12    4,488       4,018    12    126    17    4,173
At 1 January 2011, net carrying amount
4,113    17    161    14    4,305
At 1 January 2014, net carrying amount
   3,734    12    151    14    3,911
Translation adjustment
50    -    5    -    55       279    3    6    1    289
Arising on acquisition (note 31)
207    1    27    1    236
Arising on acquisition (note 30)
   31    2    10    4    47
Disposals
(65 ) -    -    -    (65 )    (10 ) (1 ) (2 ) -    (13 )
Reclassified as held for sale
   (16 ) -    (1 ) -    (17 )
Amortisation charge for year
-    (4 ) (32 ) (2 ) (38 )    -    (4 ) (38 ) (2 ) (44 )
Impairment charge for year
(4 ) -    -    (1 ) (5 )
At 31 December 2011, net carrying amount
4,301    14    161    12    4,488
At 31 December 2014, net carrying amount
   4,018    12    126    17    4,173
The equivalent disclosure for the prior year is as follows:
The equivalent disclosure for the prior year is as follows:


At 31 December 2010

At 31 December 2013

Cost/deemed cost
4,223    42    327    23    4,615       4,158    48    420    31    4,657
Accumulated amortisation (and impairment charges) (110 ) (25 ) (166 ) (9 ) (310 )    (424 ) (36 ) (269 ) (17 ) (746 )
Net carrying amount
4,113    17    161    14    4,305       3,734    12    151    14    3,911
At 1 January 2010, net carrying amount
3,919    15    146    15    4,095
At 1 January 2013, net carrying amount
   4,067    17    177    6    4,267
Translation adjustment
206    1    14    1    222       (117 ) (1 ) (2 ) (1 ) (121 )
Arising on acquisition (note 31)
82    5    40    -    127
Arising on acquisition (note 30)
   169    1    20    18    208
Disposals
(7 ) -    (1)    -    (8 )    (12 ) -    -    (2 ) (14 )
Amortisation charge for year
-    (4 ) (38 ) (2 ) (44 )    -    (5 ) (42 ) (7 ) (54 )
Impairment charge for year
(87 ) -    -    -    (87 )    (373 ) -    (2 ) -    (375 )
At 31 December 2010, net carrying amount
4,113    17    161    14    4,305
At 31 December 2013, net carrying amount
   3,734    12    151    14    3,911
At 1 January 2010

At 1 January 2013

Cost/deemed cost
3,976    35    274    22    4,307       4,122    51    413    17    4,603
Accumulated amortisation (and impairment charges) (57 ) (20 ) (128 ) (7 ) (212 )    (55 ) (34 ) (236 ) (11 ) (336 )
Net carrying amount
3,919    15    146    15    4,095       4,067    17    177    6    4,267

(i)
The customer-related intangible assets relate predominantly to non-contractual customer relationships.
~~134    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~15. Intangible Assets~~~~continued~~
~~Goodwill~~(a) Annual goodwill testing
The net book value of goodwill capitalised under previous GAAP (Irish GAAP) as at the transition date to IFRS (1 January 2004) has been treated as deemed cost. Goodwill arising on acquisition since that date is capitalised at cost.
Cash-generating units
Goodwill acquired through business combination activity has been allocated to cash-generating units (CGUs) that are expected to benefit from synergies in that combination. The cash-generating units represent the lowest level within the Group at which the associated goodwill is monitored for internal management purposes, and are not larger than the operating segments determined in accordance with IFRS 8Operating Segments. A total of ~~27 (2010: 30)~~20 (2013: 19) cash-generating units have been identified and these are analysed between the six business segments in the Group below. The ~~reduction~~increase in the number of CGUs in ~~2011~~2014 relates to ~~a number of~~ organisational changes in our ~~US businesses.~~Europe segments. As a result, a number of entities have been added to the Benelux CGU in Europe Heavyside, two new CGUs have been added (Germany - Europe Heavyside and Europe Lightside) and the Europe Products CGU has been removed. All businesses within the various cash-generating units exhibit similar and/or consistent profit margin and asset intensity characteristics. Assets, liabilities, deferred tax and goodwill have been assigned to the CGUs on a reasonable and consistent basis.
Significant under-performance in any of CRH’s major cash-generating units may give rise to a material write-down of goodwill which would have a substantial impact on the Group’s income and equity.

   Cash-generating units    Goodwill (€m)    Cash-generating units    Goodwill (€m)
   2011    2010            2011            2010    2014    2013       2014    2013
Europe Materials
   11       11       858       782
Europe Products
   3       3       615       676
Europe Heavyside*
   8       7                   650       697
Europe Lightside*
   1       1       346       313
Europe Distribution
   1       1       641       622       1       1       649       641
Europe
   10       9       1,645       1,651
Americas Materials
   8       9       1,234       1,136       7       7       1,313       1,151
Americas Products
   3       5       627       610       2       2       703       618
Americas Distribution
   1       1       326       287       1       1       357       314
Total cash-generating units
   27       30       4,301       4,113
Americas
   10       10       2,373       2,083
Total Group
   20       19       4,018               3,734
*
Included in the goodwill numbers of Europe Heavyside and Europe Lightside at 31 December 2014 are amounts of €54 million and €9 million respectively (2013: €53 million and €9 million respectively) relating to businesses identified for divestment as part of the portfolio review, which have been tested separately (see section (b) below).
CRH      159

14. Intangible Assets|continued
Impairment testing methodology and results
Goodwill is subject to impairment testing on an annual basis. The recoverable amount of each of the 2720 CGUs is determined based on a value-in-use computation, ~~which is~~using Level 3 inputs in accordance with the ~~only methodology applied by the Group and which has been selected due to the impracticality of obtaining~~ fair value ~~less costs to sell measurements for each reporting period.~~hierarchy. The cash flow forecasts are primarily based on a five-year strategic plan document formally approved by senior management and the Board of Directors and specifically exclude the impact of future development activity. These cash flows are projected forward for an additional five years to determine the basis for an annuity-based terminal value, calculated on the same basis as the Group’s acquisition modelling methodology. As in prior years, the terminal value is based on a 20-year ~~annuity, with the exception of certain long-lived cement assets, where an assumption of a 40-year annuity has been used.~~annuity. The projected cash flows assume zero growth in real cash flows beyond the initial evaluation period. The value-in-use represents the present value of the future cash flows, including the terminal value, discounted at a rate appropriate to each CGU. The real pre-tax discount rates used range from ~~7.0%~~7.5% to ~~11.8% (2010: 7.4%~~12.2% (2013: 7.8% to ~~12.4%~~11.7%); these rates are in line with the Group’s estimated weighted average cost of capital, arrived at using the Capital Asset Pricing Model.
The 2014 annual goodwill impairment testing process has resulted in no intangible asset impairments. The 2013 annual impairment testing process resulted in an impairment of€58 million being recorded in respect of our Benelux CGU in Europe Heavyside due to a difficult trading environment in 2013 and a slower recovery than previously anticipated. The assumptions underlying the 2013 value-in-use model projections resulted in a present value (using a real pre-tax discount rate of 9.4%) of€241 million and a related goodwill impairment being recorded of€58 million.
Key sources of estimation uncertainty
The cash flows have been arrived at taking account of the Group’s strong financial position, its established history of earnings and cash flow generation and the nature of the building materials industry, where product obsolescence is very low. However, expected future cash flows are inherently uncertain and are therefore liable to material change over time. The key assumptions employed in arriving at the estimates of future cash flows factored into impairment testing are subjective and include projected EBITDA (as defined)* margins, net cash flows, discount rates used and the duration of the discounted cash flow model.
* ~~Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.~~
~~CRH    135~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~15. Intangible Assets~~~~continued~~
Significant goodwill amounts
The goodwill allocated to the Europe Distribution and the Oldcastle Building Products (Americas Products segment) CGUs accounts for between 10% and 20% of the total carrying amount of€~~4,301~~4,018 million. The goodwill allocated to each of the remaining CGUs is less than 10% of the total carrying value in all other cases. The additional disclosures required for the 2two CGUs with significant goodwill are as follows:

   Oldcastle
Building Products    Europe Distribution    Europe Distribution       Oldcastle
Building Products
   2011**    2011    2010    2014       2013          2014       2013
Carrying amount of goodwill allocated to the cash-generating unit at balance sheet date    €465m       €641m       €622m
Goodwill allocated to the cash-generating unit at balance sheet date
   €649m       €641m          €699m       €615m
Discount rate applied to the cash flow projections (real pre-tax)
   11.5%       9.7%       10.1%       9.4%       9.4%          11.9%       11.7%
Average EBITDA (as defined)* margin over the initial 5-year period    10.7%       7.3%       6.6%       5.9%       6.4%          11.0%       10.6%
Value-in-use (present value of future cash flows)
   €1,669m       €2,306m       €1,781m       €2,015m       €2,201m                      €2,588m       €2,380m
Excess of value-in-use over carrying amount
   €150m       €646m       €280m       €336m       €431m          €509m       €579m
The key assumptions and methodology used in respect of these two CGUs are consistent with those described above. The values applied to each of the key estimates and assumptions are specific to the individual CGUs and were derived from a combination of internal and external factors based on historical experience and took into account the cash flows specifically associated with these businesses. The cash flows and 20-year annuity-based terminal value were projected in line with the methodology disclosed above.
Europe Distribution isand Oldcastle Building Products are not ~~one of~~included in the CGUs referred to in the “Sensitivity analysis” ~~section.~~section below. Given the magnitude of the excess of value-in-use over carrying amount, and our belief that the key assumptions are reasonable, management believe that it is not reasonably possible that there would be a change in the key assumptions such that the carrying amount would exceed the value-in-use. Consequently no further disclosures relating to sensitivity of the value-in-use computations for the Europe Distribution ~~CGU~~or Oldcastle Building Products CGUs are considered to be warranted. ~~Sensitivity analysis for Oldcastle Building Products is presented below.~~
Sensitivity analysis
Sensitivity analysis has been performed and results in additional disclosures in respect of 62 of the 2720 CGUs. The key assumptions, methodology used and values applied to each of the key assumptions for ~~these~~the two cash-generating units are in line with those outlined above. ~~These 6~~The two CGUs had ~~aggregate~~ goodwill of€~~1,243~~178 million at the date of testing. The table below identifies the amounts by which each of the following assumptions may either decline or increase to arrive at a zero excess of the present value of future cash flows over the book value of net assets in the 6two CGUs selected for sensitivity analysis ~~testing:~~disclosures:

   ~~Oldcastle~~
~~Building Products~~ ~~Remaining 5~~2 CGUs
Reduction in EBITDA (as defined)* margin
   ~~0.8 percentage points~~ ~~0.9~~1.3 to ~~1.7~~2.0 percentage points
Reduction in profit before tax
   ~~10.7%~~ ~~6.9%~~8.6% to ~~17.6%~~15.9%
Reduction in net cash flow
   ~~14.7%~~ ~~6.3%~~7.9% to ~~15.7%~~13.6%
Increase in pre-tax discount rate
   ~~1.5 percentage points~~ ~~1.0~~0.7 to ~~2.6~~1.4 percentage points
The average EBITDA (as defined)* margin for the aggregate of these 6two CGUs over the initial 5-year period was ~~11%~~9.2%. The ~~aggregate~~ value-in-use (being the present value of the future net cash flows) was€~~4,229~~619 million and the ~~aggregate~~ carrying amount was€~~3,781~~542 million, resulting in an ~~aggregate~~ excess of value-in-use over carrying amount of€~~448~~77 million.
While the Ukraine CGU is not considered to require additional sensitivity-related disclosures based on analysis performed, the country’s ongoing political situation remains uncertain. CRH’s activities in Ukraine are mainly located in the west of the country and are therefore not directly affected by the continuing conflict; however, the economic outlook for the country as a whole remains unclear. The net asset value of the Ukrainian CGU amounts to€267 million at year-end 2014.

* ~~Defined~~
EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of ~~associates’~~equity accounted investments’ result after tax.
160      CRH
14. Intangible Assets|continued
(b) Portfolio review update
In November 2013, a Group-wide portfolio review was initiated to identify and focus on those businesses within our portfolio which offer the most attractive future returns, and to prioritise capital allocation to ensure profitable growth across our network of businesses. This review was completed during the year and a multi-year divestment programme has commenced with proceeds of€0.35 billion realised on business and non-current asset disposals in 2014 (see note 4).
The decision to divest of these business units resulted in the need to assess them for impairment, either individually or combined where they form a new group for disposal purposes. Excluding business units divested during 2014, the remainder were assessed for impairment or reversal of previous impairments and also assessed from the perspective of the held for sale criteria set out in IFRS 5Non-current Assets Held for Sale and Discontinued Operations (see note 4).
A valuation was prepared based on the estimated fair value less costs of disposal (FVLCD) for each business unit. The valuations were then compared to the carrying value of each business and where that valuation fell below the carrying value an impairment charge was taken.
No goodwill impairments or reversal of previous impairments were recorded during the year.
In 2013, the total impairments (including financial asset impairments) arising from the portfolio review amounted to€683 million, of which€261 million related to property, plant and equipment (see note 13) and€317 million related to intangible assets. The largest impairments in 2013 arose in two business units within Europe Heavyside. Both businesses serve the residential new-build sector in mature markets. Financial asset impairments of€105 million were recorded in 2013 relating to two Europe Heavyside equity accounted investments. The additional disclosures required are as follows:
   Business 1    Business 2    Financial Assets
      2013       2013       2013
Amount of impairment loss recognised in 2013
   €99m       €75m       €105m
Description of valuation technique
   Income-based       Income-based       Income-based
Level of fair value hierarchy
   Level 3       Level 3       Level 3
Recoverable amount (FVLCD)
   €182m       €34m       €172m
Discount rate applicable to cash flow projections (real pre-tax)
   8.9%       9.2%       9.2% - 9.8%
Average EBITDA (as defined)* margin over initial 5-year period
   13.5%       13.7%       20.1% - 22.5%
*
EBITDA is defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of equity accounted investments’ result after tax.

** ~~Comparative information for Oldcastle Building Products is unavailable due to the 2011 organisational changes referred to above.~~
CRH      161
~~136    CRH~~
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~16.~~15. Financial Assets

   Investments accounted for using the equity method
(i.e. associates)    Investments accounted for
using the equity method
(i.e. joint ventures and associates)

Share of net
assets
€m

Goodwill
€m

Loans
€m

Total
€m

Other (i)
€m

Share of net
assets
€m

Loans
€m

Total
€m

Asset held
for sale
€m

Other (i)
€m

At 1 January 2011
   732    294    11    1,037    149
At 1 January 2014
   1,211    129    1,340    -    23
Translation adjustment
   20    10    -    30    4       73    14    87    -    -
Investments and advances
   8    -    1    9    15       -    3    3    -    -
Disposals and repayments
   (59 ) (69 ) (3 ) (131 ) (10 )    (82 ) (10 ) (92 ) -    -
Reclassifications
   (19 ) -    -    (19 ) 81
Reclassified as held for sale
   (34 ) -    (34 ) -    -
Retained profit
   33    (11 ) -    22    -       25    -    25    -    -
At 31 December 2011
   715    224    9    948    239
At 31 December 2014
   1,193    136    1,329    -    23
The equivalent disclosure for the prior year is as follows:
The equivalent disclosure for the prior year is as follows:


The equivalent disclosure for the prior year is as follows:


At 1 January 2010
   670    289    3    962    128
At 1 January 2013
   1,291    131    1,422    143    34
Translation adjustment
   33    11    1    45    8       (72 ) (5 ) (77 ) (1 ) (1 )
Arising on acquisition (note 31)
   4    -    -    4    2
Investments and advances
   26    16    7    49    18       64    10    74    -    4
Disposals and repayments
   -    -    -    -    (7 )    -    (7 ) (7 ) (139 ) (14 )
Arising on acquisition (note 30)
   2    -    2    -    -
Retained loss
   (1 ) (22 ) -    (23 ) -       (74 ) -    (74 ) (3 ) -
At 31 December 2010
   732    294    11    1,037    149
At 31 December 2013
   1,211    129    1,340    -    23
~~The total~~(i) Other financial assets primarily comprise trade investments carried at historical cost.
Summarised financial information for the Group’s investment in joint ventures and associates which are accounted for using the equity method is ~~analysed~~ as follows:

   Joint Ventures    Associates    Total

2011
€m

2010
€m

2014
€m

2013
€m

2014
€m

2013
€m

2014
€m

2013
€m

Non-current assets
   1,245    1,321       548       600       955       862       1,503       1,462
Current assets
   632    718       121    �� 176       538       557       659       733
Non-current liabilities
   (402 ) (458 )    (161 )    (174 )    (209 )    (230 )    (370 )    (404 )
Current liabilities
   (527 ) (544 )    (73 )    (106 )    (526 )    (474 )    (599 )    (580 )
Net assets
   948    1,037       435                   496                 758                       715                   1,193             1,211
A listing of the principal ~~associates~~equity accounted investments is contained in Exhibit 8 to ~~this~~the Annual Report.
The Group holds a 21.13% stake ~~(2010:~~(2013: 21.13%) in Samse S.A., a ~~publicly-quoted~~publicly-listed distributor ~~of building materials to the merchanting sector~~ in France which is accounted for as an associate investment above. The fair value of this investment ~~was~~€~~41 million (2010:~~€~~45 million) as~~ at the balance sheet ~~date.~~date, calculated based on the number of shares held multiplied by the closing share price at 31 December 2014 (Level 1 input in the fair value hierarchy), was€75 million (2013:€58 million).
162      CRH
16. Inventories
~~The Group completed its annual impairment assessment of its investments in associates; no impairments were recorded as a result of this review.~~

2014
€m

2013
€m

Raw materials
   612         606
Work-in-progress (i)
   80         86
Finished goods
   1,568         1,562
Total inventories at the lower of cost and net realisable value
   2,260         2,254

(i) Other financial assets primarily comprise loans extended by the Group to joint ventures, trade investments carried at historical cost and other non-current assets. The balance in respect of loans to joint ventures as at 31 December 2011 was€~~141 million (2010:~~€~~132 million).~~
~~CRH    137~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~17. Inventories~~

      2011
€m    2010
€m
Raw materials
   648       622
Work-in-progress (i)
   88       102
Finished goods
   1,550       1,463
Total inventories at the lower of cost and net realisable value
   2,286       2,187
~~(i)~~ Work-in-progress includes€8 million ~~(2010:~~(2013:€2 million) in respect of the cumulative costs incurred, net of amounts transferred to cost of sales under percentage-of-completion accounting, for construction contracts in progress at the balance sheet date.
An analysis of the Group’s cost of sales expense is provided in note 32 to the financial statements.
Write-downs of inventories recognised as an expense within cost of sales amounted to€1429 million ~~(2010:~~(2013:€2319 million; ~~2009:~~2012:€4112 million).
~~None of the above carrying amounts has been pledged as security for liabilities entered into by the Group.~~

~~18.~~17. Trade and Other Receivables

   2011
€m 2010
€m
2014
€m

2013
€m

Current

Trade receivables
   1,879    1,700       1,810         1,725
Amounts receivable in respect of construction contracts (i)
   417    342       476         422
Total trade receivables, gross
   2,296    2,042       2,286         2,147
Provision for impairment
   (153 ) (151 )    (106 )      (118 )
Total trade receivables, net
   2,143    1,891       2,180         2,029
Other receivables (ii)
   357    409
Amounts receivable from associates
   2    1
Prepayments and accrued income
   161    118
Amounts receivable from equity accounted investments
   6         4
Prepayments and other receivables
   458         483
Total
   2,663    2,419       2,644         2,516
Non-current

Other receivables
   85         93
The carrying amounts of current and non-current trade and other receivables approximate their fair value largely due to the short-term maturities and nature of these instruments.

(i)
Includes unbilled revenue ~~at the balance sheet date in respect of construction contracts amounting to~~€~~121 million (2010:~~€~~90 million).~~
~~(ii)~~ ~~Other receivables include~~and retentions held by customers in respect of construction contracts at the balance sheet date amounting to€70119 million ~~(2010:~~and€~~84 million)~~82 million respectively (2013:€121 million and€63 million respectively).
Valuation and qualifying accounts (provision for impairment)
The movements in the provision for impairment of receivables during the financial year were as follows:

   2011
€m 2010
€m 2009
€m
2014
€m

2013
€m

2012
€m

At 1 January
   151    158    161       118         123         136
Translation adjustment
   1    7    (1 )    4         (2 )      -
Provided during year
   56    50    71       28         36         40
Written-off during year
   (50 ) (56 ) (68 )    (36 )      (33 )      (50 )
Recovered during year
   (5 ) (8 ) (5 )    (6 )      (6 )      (3 )
Reclassified as held for sale
   (2 )      -         -
At 31 December
   153    151    158       106         118             123
Information in relation to the Group’s credit risk management is provided in note 21 to the financial statements.
~~138    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~18. Trade and Other Receivables~~~~continued~~
Aged analysis
The aged analysis of ~~gross~~ trade receivables and amounts receivable in respect of construction contracts at the balance sheet date was as follows:


2011
€m

2010
€m

2014
€m

2013
€m

Neither past due nor impaired
   1,731    1,522       1,638         1,554
Past due but not impaired:

- less than 60 days
   232    193       373         290
- 60 days or greater but less than 120 days
   107    100       117         126
- 120 days or greater
   49    25       45         53
Past due and impaired (partial or full provision)
   177    202       113         124
Total
   2,296    2,042       2,286         2,147
Trade receivables and amounts receivable in respect of construction contracts are in general receivable within 90 days of the balance sheet date.

CRH      163

~~19.~~18. Trade and Other Payables

   2014
€m      2013
€m

2011
€m

2010
€m

Current

Trade payables
   1,579    1,376       1,506         1,495
Construction contract-related payables (i)
   120    163       129         103
Deferred and contingent acquisition consideration
   28    26
Other payables
   404    403
Accruals and deferred income
   683    672
Amounts payable to associates
   44    46
Deferred and contingent acquisition consideration (ii)
   59         24
Accruals and other payables
   1,148         1,093
Amounts payable to equity accounted investments
   52         39
Total
   2,858    2,686       2,894         2,754
Non-current

Other payables
   81    70       109         105
Deferred and contingent acquisition consideration (stated at net present cost) due as follows:

- between one and two years
   33    18
- between two and five years
   61    46
- after five years
   29    29
Deferred and contingent acquisition consideration (ii)
   148         184
Total
   204    163       257         289

(i)
Construction contract-related payables include billings in excess of ~~costs incurred~~revenue, together with advances received from customers in respect of work to be performed under construction contracts and foreseeable losses thereon.
Other than deferred and contingent consideration, the carrying amounts of trade and other payables approximate their fair value largely due to the short-term maturities and nature of these instruments.

(ii)
Deferred and contingent acquisition consideration
The fair value of total contingent consideration is€122 million (2013:€120 million), (Level 3 input in the fair value hierarchy) and deferred consideration is€85 million (2013:€88 million). On an undiscounted basis, the corresponding basis for which the Group may be liable for contingent consideration ranges from€nil million to a maximum of€145 million. The movement in deferred and contingent consideration during the financial year was as follows:
~~CRH    139~~
~~Consolidated Financial Statements~~
At 1 January
   208         297
Translation adjustment
   16         (9 )
Arising on acquisitions and investments during year (note 30)
   3         17
Changes in estimate
   (6 )      (3 )
Paid during year
   (26 )      (105 )
Discount unwinding
   12         11
At 31 December
   207         208

164      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~20.~~19. Movement in Working Capital and Provisions for Liabilities

   Inventories
€m Trade and
other
receivables
€m Trade
and other
payables
€m Provisions
for
liabilities
€m Total
€m
At 1 January 2011
2,187    2,419    (2,849 ) (387 ) 1,370
Translation adjustment
32    38    (38 ) (7 ) 25
Arising on acquisition (note 31)
53    62    (49 ) (15 ) 51
Disposals
(55 ) (90 ) 102    8    (35 )
Deferred and contingent acquisition consideration:


- arising on acquisitions during year (note 31)
-    -    (42 ) -    (42 )
- paid during year
-    -    21    -    21
Interest accruals and discount unwinding
-    1    (11 ) (15 ) (25 )
Reclassifications
-    (62 ) -    -    (62 )
Increase/(decrease) in working capital and provisions for liabilities 69    295    (196 ) 43    211
At 31 December 2011
2,286    2,663    (3,062 ) (373 ) 1,514
The equivalent disclosure for the prior years are as follows:


At 1 January 2010
2,008    2,454    (2,638 ) (360 ) 1,464
Translation adjustment
101    138    (137 ) (20 ) 82
Arising on acquisition (note 31)
92    80    (64 ) (7 ) 101
Disposals
(30 ) (17 ) 29    1    (17 )
Movement in finance-related receivables
-    (115 ) -    -    (115 )
Deferred and contingent acquisition consideration:


- arising on acquisitions during year (note 31)
-    -    (23 ) -    (23 )
- paid during year
-    -    27    -    27
Interest accruals and discount unwinding
-    2    6    (15 ) (7 )
Increase/(decrease) in working capital and provisions for liabilities 16    (123 ) (49 ) 14    (142 )
At 31 December 2010
2,187    2,419    (2,849 ) (387 ) 1,370
At 1 January 2009
2,473    3,096    (3,070 ) (389 ) 2,110
Translation adjustment
(34 ) (31 ) 14    4    (47 )
Arising on acquisition (note 31)
11    22    (14 ) (1 ) 18
Movement in finance-related receivables
-    115    -    -    115
Deferred and contingent acquisition consideration:


- arising on acquisitions during the year (note 31)
-    -    (8 ) -    (8 )
- paid during the year
-    -    37    -    37
Interest accruals and discount unwinding
-    4    (10 ) (15 ) (21 )
(Decrease)/increase in working capital and provisions for liabilities (442 ) (752 ) 413    41    (740 )
At 31 December 2009
2,008    2,454    (2,638 ) (360 ) 1,464

Inventories
€m

Trade
and other
receivables
€m

Trade
and other
payables
€m

Provisions
for
liabilities
€m

Total
€m

At 1 January 2014    2,254    2,609    (3,043 ) (380 ) 1,440
Translation adjustment    128    165    (173 ) (27 ) 93
Arising on acquisition (note 30)    23    20    (17 ) (1 ) 25
Disposals    (9 ) (4 ) 2    -    (11 )
Deferred and contingent acquisition consideration:
- arising on acquisitions during year (note 30)    -    -    (3 ) -    (3 )
- paid during year    -    -    26    -    26
Reclassified as held for sale    (102 ) (79 ) 98    7    (76 )
Interest accruals and discount unwinding    -    -    (1 ) (16 ) (17 )
(Decrease)/increase in working capital and provisions for liabilities    (34 ) 18    (40 ) 21    (35 )
At 31 December 2014    2,260    2,729    (3,151 ) (396 ) 1,442
The equivalent disclosure for the prior years is as follows:
At 1 January 2013    2,333    2,603    (3,052 ) (366 ) 1,518
Translation adjustment    (74 ) (80 ) 91    9    (54 )
Arising on acquisition (note 30)    41    53    (80 ) (14 ) -
Disposals    (9 ) (4 ) 7    -    (6 )
Deferred and contingent acquisition consideration:
- arising on acquisitions during year (note 30)    -    -    (17 ) -    (17 )
- paid during year    -    -    105    -    105
Interest accruals and discount unwinding    -    -    (14 ) (15 ) (29 )
(Decrease)/increase in working capital and provisions for liabilities    (37 ) 37    (83 ) 6    (77 )
At 31 December 2013    2,254    2,609    (3,043 ) (380 ) 1,440
At 1 January 2012    2,179    2,602    (2,901 ) (365 ) 1,515
Translation adjustment    (15 ) (5 ) 8    2    (10 )
Arising on acquisition (note 30)    98    103    (57 ) (1 ) 143
Disposals    (22 ) (23 ) 23    1    (21 )
Deferred and contingent acquisition consideration:
- arising on acquisitions during year (note 30)    -    -    (151 ) -    (151 )
- paid during year    -    -    30    -    30
Interest accruals and discount unwinding    -    -    (31 ) (15 ) (46 )
Increase/(decrease) in working capital and provisions for liabilities    93    (74 ) 27    12    58
At 31 December 2012    2,333    2,603    (3,052 ) (366 ) 1,518

~~140    CRH~~
CRH      165
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~20. Analysis of Net Debt
Components of net debt
Net debt is a non-GAAP measure which we provide to investors as we believe they find it useful. Net debt comprises cash and cash equivalents, derivative financial instrument assets and liabilities and interest-bearing loans and borrowings and enables investors to see the economic effects of these in total (see note 21 for details of the capital and risk management policies employed by the Group). Net debt is commonly used in computations such as net debt as a % of total equity and net debt as a % of market capitalisation.

   As at 31 December 2014    As at 31 December 2013

Fair value (i)
€m
Book value
€m       Fair value (i)
€m Book value
€m
Cash and cash equivalents (note 22)
   3,295    3,295       2,540    2,540
Interest-bearing loans and borrowings (note 23)
   (6,302 ) (5,866 )    (5,799 ) (5,540 )
Derivative financial instruments (net) (note 24)
   79    79       27    27
Group net debt
   (2,928 ) (2,492 )    (3,232 ) (2,973 )
(i) All interest-bearing loans and borrowings are Level 2 fair value measurements.
The following table shows the effective interest rates on period-end fixed, gross and net debt:

As at 31 December 2014 As at 31 December 2013
   €m
Interest
rate

Weighted average
fixed period
Years
   €m Interest
rate
Weighted average
fixed period
Years

Interest-bearing loans and borrowings nominal - fixed rate (i) (5,657 ) (5,362 )
Derivative financial instruments - fixed rate 1,227    1,518
Net fixed rate debt including derivatives (4,430 ) 4.5%    5.2    (3,844 ) 5.5%    5.1
Interest-bearing loans and borrowings nominal - floating rate (ii) (63 ) (54 )
Adjustment of debt from nominal to book value (i) (146 ) (124 )
Derivative financial instruments - currency floating rate (1,148 ) (1,491 )
Gross debt including derivative financial instruments (5,787 ) 4.1%    (5,513 ) 4.6%
Cash and cash equivalents - floating rate 3,295    2,540
Group net debt (2,492 ) (2,973 )
Cash at bank and in hand reclassified as held for sale (note 22) (33 ) -
Group net debt excluding cash reclassified as held for sale (2,525 ) (2,973 )
(i)
Of the Group’s nominal fixed rate debt at 31 December 2014,€1,616 million (2013:€1,882 million) was hedged to floating rate at inception using interest rate swaps. The balance of nominal fixed rate debt of€4,041 million (2013:€3,480 million) pertains to financial liabilities measured at amortised cost in accordance with IAS 39Financial Instruments: Recognition and Measurement.
(ii)
Floating rate debt comprises bank borrowings and finance leases bearing interest at rates set in advance for periods ranging from overnight to less than one year largely by reference to inter-bank interest rates.
Reconciliation of opening to closing net debt
      2014
€m      2013
€m      2012
€m
At 1 January
   (2,973 )      (2,909 )      (3,335 )
Debt in acquired companies
   (7 )      (44 )      (42 )
Debt in disposed companies
   -         17         2
Increase in interest-bearing loans, borrowings and finance leases
   (901 )      (1,491 )      (487 )
Net cash flow arising from derivative financial instruments
   11         (64 )      (13 )
Repayment of interest-bearing loans, borrowings and finance leases
   934         586         394
Increase in cash and cash equivalents
   625         845         524
Mark-to-market adjustment
   (3 )      10         9
Translation adjustment
   (178 )      77         39
At 31 December
   (2,492 )      (2,973 )      (2,909 )
166      CRH
20. Analysis of Net Debt|continued
Currency profile
The currency profile of the Group’s net debt and net worth (capital and reserves attributable to the Company’s equity holders) as at 31 December 2014 and 2013 is as follows:
      euro
€m US
Dollar
€m Pound
Sterling
€m Swiss
Franc
€m Other (iii)
€m Total
€m
Group net debt* by major currency    (871 ) (1,117 ) (68 ) (250 ) (219 ) (2,525 )
Non-debt assets (including cash reclassified as held for sale) and liabilities analysed as follows:
Non-current assets    3,061    7,003    346    778    2,015    13,203
Current assets    1,611    2,558    489    326    466    5,450
Non-current liabilities    (616 ) (1,481 ) (92 ) (270 ) (71 ) (2,530 )
Current liabilities    (1,117 ) (1,436 ) (368 ) (191 ) (288 ) (3,400 )
Non-controlling interests    (5 ) (4 ) -    (12 ) -    (21 )
Capital and reserves attributable to the Company’s equity holders    2,063    5,523    307    381    1,903    10,177
The equivalent disclosure for the prior year is as follows:
Group net debt by major currency    (1,304 ) (1,476 ) (57 ) 11    (147 ) (2,973 )
Non-debt assets and liabilities analysed as follows:
Non-current assets    3,378    6,293    433    796    2,113    13,013
Current assets    1,568    2,138    234    330    526    4,796
Non-current liabilities    (522 ) (1,221 ) (107 ) (169 ) (77 ) (2,096 )
Current liabilities    (1,126 ) (1,221 ) (208 ) (198 ) (301 ) (3,054 )
Non-controlling interests    (8 ) (3 ) -    (12 ) (1 ) (24 )
Capital and reserves attributable to the Company’s equity holders    1,986    4,510    295    758    2,113    9,662
(iii)
The principal currencies included in this category are the Chinese Renminbi, the Polish Zloty, the Indian Rupee, the Ukrainian Hryvnia, the Canadian Dollar, the Israeli Shekel, the Turkish Lira and the Argentine Peso.
* Excluding €33 million cash reclassified as held for sale which is analysed by major currency in current assets above.
CRH      167

21. Capital and Financial Risk Management
Capital management
Overall summary
The primary objectives of CRH’s capital management strategy are to ensure that the Group maintains a strong credit rating to support its business and to create shareholder value by managing the debt and equity balance and the cost of capital. No changes were made in the objectives, ~~policy~~policies or processes for managing capital during ~~either 2011 or 2010.~~2014.
The Board periodically reviews the capital structure of the Group, including the cost of capital and the risks associated with each class of capital. The Group manages and, if necessary, adjusts its capital structure taking account of underlying economic conditions; any material adjustments to the Group’s capital structure in terms of the relative proportions of debt and equity are approved by the Board. In order to maintain or adjust the capital structure, the Group may issue new shares, dispose of assets, amend investment plans, alter dividend policy or return capital to shareholders. The Group is committed to optimising the use of its balance sheet within the confines of the overall objective to maintain an investment grade credit rating. ~~Dividend cover for the year ended 31 December 2011 amounted to 1.3 times (2010: 1.0 times; 2009: 1.4 times).~~
The capital structure of the Group, which comprises net debt and capital and reserves attributable to the Company’s equity holders, may be summarised as follows:

   2014
€m    2013
€m
   2011
€m    2010
€m
Capital and reserves attributable to the Company’s equity holders
   10,509       10,328       10,177       9,662
Net debt (note 25)
   3,483       3,473
Net debt
   2,492       2,973
Capital and net debt
   13,992       13,801       12,669       12,635
Financial risk management objectives and policies
The Group uses financial instruments throughout its businesses: interest-bearing loans and borrowings, cash and cash equivalents ~~short-dated liquid investments~~ and finance leases are used to finance the Group’s operations; trade receivables and trade payables arise directly from operations; and derivatives, principally interest rate and currency swaps and forward foreign exchange contracts, are used to manage interest rate risks and currency exposures and to achieve the desired profile of borrowings. The Group does not trade in financial instruments nor does it enter into any leveraged derivative transactions.
The Group’s corporate treasury function provides services to the business units, co-ordinates access to domestic and international financial markets, and monitors and manages the financial risks relating to the operations of the Group. The Head of Group ~~Finance~~Financial Operations reports to the General Manager of Finance ~~Director~~ and the activities of the corporate treasury function are subject to regular internal audit. Systems are in place to monitor and control the Group’s liquidity risks. The Group’s net debt position forms part of the monthly documentation presented to the Board of Directors.
The main risks attaching to the Group’s financial instruments are interest rate risk, foreign currency risk, credit risk and liquidity risk. Commodity price risk arising from financial instruments is of minimal relevance given that exposure is confined to a small number of contracts entered into for the purpose of hedging future movements in energy costs. The Board reviews and agrees policies for the prudent management of each of these risks as documented below.
Interest rate risk
The Group’s exposure to market risk for changes in interest rates stems predominantly from its long-term debt obligations. Interest cost is managed ~~by the Group’s corporate treasury function~~ using a mix of fixed and floating rate debt. With the objective of managing this mix in a cost-efficient manner, the Group enters into interest rate swaps, under which the Group contracts to exchange, at predetermined intervals, the difference between fixed and variable interest amounts calculated by reference to a pre-agreed notional principal. Such contracts enable the Group to mitigate the risk of changing interest rates on the fair value of issued fixed rate debt and the cash flow exposures of issued floating rate debt.
~~CRH    141~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~21. Capital and Financial Risk Management~~~~continued~~
The majority of these swaps are designated under IAS 39Financial Instruments: Recognition and Measurement to hedge underlying debt obligations and qualify for hedge accounting; undesignated financial instruments are termed “not designated as hedges” in the analysis of derivative financial instruments presented in note 24. The following table demonstrates the impact on ~~profit~~profit/(loss) before tax and total equity of a range of possible changes in the interest rates applicable to net floating rate borrowings, with all other variables held constant. These impacts are calculated based on the closing balance sheet for the relevant period and assume all floating interest rates and interest curves change by the same amount. For ~~profit~~profit/(loss) before tax, the impact shown is the impact on closing balance sheet floating rate net debt for a full year while for total equity the impact shown is the impact on the value of financial instruments.

Percentage change in cost of borrowings
      +/- 1%    +/- 0.5%
Impact on ~~profit~~profit/(loss) before tax
   ~~2011~~2014    +/- €21m +/- €10m
2013    +/-/+ €8m 10m    +/-/+ €4m 5m
   ~~2010~~ 2012    +/-/+ €6m 5m    +/-/+ €3m
~~2009~~ ~~-/+~~ €8m ~~-/+~~ €4m
Impact on total equity
   ~~2011~~2014    -/+ €5m -/+ €2m
2013    -/+/- €2m 8m    -/+/- €1m 4m
   ~~2010~~ 2012    +/-/+ €5m 1m    +/- ~~-/+~~ €3m0.5m
168      CRH    ~~2009~~ ~~-/+~~ €5m ~~-/+~~ €3m
21. Capital and Financial Risk Management|continued
Foreign currency risk
Due to the nature of building materials, which in general exhibit a low value-to-weight ratio, CRH’s activities are conducted primarily in the local currency of the country of operation resulting in low levels of foreign currency transaction risk; variances arising in this regard are reflected in operating costs or cost of sales in the Consolidated Income Statement in the period in which they arise.
Given the Group’s presence in 3634 countries worldwide, the principal foreign exchange risk arises from fluctuations in the euro value of the Group’s net investment in a wide basket of currencies other than the euro; such changes are reported separately within the Consolidated Statement of Comprehensive Income. A currency profile of the Group’s net debt and net worth is presented in note ~~25.~~20. The Group’s established policy is to spread its net worth across the currencies of its various operations with the objective of limiting its exposure to individual currencies and thus promoting consistency with the geographical balance of its operations. In order to achieve this objective, the Group manages its borrowings, where practicable and cost effective, to hedge a portion of its foreign currency assets. Hedging is done using currency borrowings in the same currency as the assets being hedged or through the use of other hedging methods such as currency swaps.
The following table demonstrates the sensitivity of ~~profit~~profit/(loss) before tax and equity to selected movements in the relevant US$/€~~/US$~~ exchange rate (with all other variables held constant); the US Dollar has been selected as the appropriate currency for this analysis given the materiality of the Group’s activities in the United States. The impact on ~~profit~~profit/(loss) before tax is based on changing the US$/€~~/US$~~ exchange rate used in calculating ~~profit~~profit/(loss) before tax for the period. The impact on total equity and financial instruments is calculated by changing the US$/€~~/US$~~ exchange rate used in measuring the closing balance sheet.

Percentage change in relevant US$/€~~/US$~~ exchange rate
      +/- 5%    +/- 2.5%
Impact on ~~profit~~profit/(loss) before tax
   ~~2011~~2014    -/+ €8m €26m    -/+ €4m €13m
   ~~2010~~2013    ~~-/+~~ €7m ~~-/+~~ €4m
~~2009~~ -/+ €14m -/+€7m
   2012 -/+ €7m14m -/+€7m
Impact on total equity*
   ~~2011~~2014    -/+ €263m -/+ €135m
2013    -/+ €~~203m~~ 215m    -/+ €~~104m~~ 110m
   ~~2010~~2012    -/+ €~~195m~~ 210m    -/+ €~~100m~~
~~2009~~ ~~-/+~~ €~~170m~~ ~~-/+~~ €~~87m~~ 108m
* Includes the impact on financial instruments which is as follows:
   ~~2011~~2014    +/- €53m +/- €27m
2013    +/- €~~105m~~ 70m    +/- €~~54m~~ 36m
   ~~2010~~2012    +/- €~~92m~~ 87m    +/- €~~47m~~
~~2009~~ ~~+/-~~ €~~105m~~ ~~+/-~~ €~~54m~~ 45m
~~142    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~21. Capital and Financial Risk Management~~~~continued~~
Financial instruments include deposits, money market funds, bank loans, medium term notes and other fixed term debt, interest rate swaps, commodity swaps and foreign exchange contracts. They exclude trade receivables and trade payables.
~~Credit~~Credit/counterparty risk
In addition to cash at bank and in hand, the Group holds significant cash balances which are invested on a short-term basis and are classified as ~~either~~ cash equivalents ~~or liquid investments~~ (see note 22). These deposits and other financial instruments (principally certain derivatives and loans and receivables included within financial assets) give rise to credit risk on amounts due from ~~counterparties.~~counterparty financial institutions (stemming from their insolvency or a downgrade in their credit ratings). Credit risk is managed by limiting the aggregate amount and duration of exposure to any one counterparty primarily depending on its credit rating and by regular review of these ratings. Acceptable credit ratings are high investment-grade ratings - generally counterparties have ratings of A2/A or higher from Moody’s/Standard & Poor’s ratings agencies. The maximum exposure arising in the event of default on the part of the counterparty (including insolvency) is the carrying value of the relevant financial instrument.
In its worldwide insurance programme, the Group carries appropriate levels of insurance for typical business risks (including product liability) with various leading insurance companies. However, in the event of the failure of one or more of its insurance counterparties, the Group could be impacted by losses where recovery from such counterparties is not possible.
Credit risk arising in the context of the Group’s operations is not significant with the total bad debt provision at the balance sheet date amounting to ~~6.7%~~4.6% of gross trade receivables ~~(2010: 7.4%~~(2013: 5.5%). Customer credit risk is managed at appropriate Group locations according to established policies, procedures and controls. Customer credit quality is assessed in line with strict credit rating criteria and credit limits established where appropriate. Outstanding customer balances are regularly monitored and a review for indicators of impairment (evidence of financial difficulty of the customer, payment default, breach of contract etc.) is carried out at each reporting date. Significant balances are reviewed individually while smaller balances are grouped and assessed collectively. Receivables balances are in general unsecured and non-interest-bearing. The trade receivables balances disclosed in note 1817 comprise a large number of customers spread across the Group’s activities and geographies with balances classified as neither past due nor impaired representing ~~75%~~72% of the total trade receivables balance at the balance sheet date ~~(2010: 75%~~(2013: 72%); amounts receivable from related parties (notes 1817 and ~~32)~~31) are immaterial. Factoring and credit guarantee arrangements are employed in certain of the Group’s operations where deemed to be of benefit by operational management.
Liquidity risk
The principal liquidity risks faced by the Group stem from the maturation of debt obligations and derivative transactions. A downgrade of CRH’s credit ratings may give rise to increases in funding costs in respect of future debt and may impair the Group’s ability to raise funds on acceptable terms. The Group’s corporate treasury function ensures that sufficient resources are available to meet such liabilities as they fall due through a combination of ~~liquid investments,~~ cash and cash equivalents, cash flows and undrawn committed bank facilities. Flexibility in funding sources is achieved through a variety of means including (i) maintaining cash and cash equivalents ~~and liquid resources~~ only with a diversity of highly-rated counterparties; (ii) limiting the maturity of such balances; (iii) borrowing the bulk of the Group’s debt requirements under committed bank lines or other term financing; and (iv) having surplus committed lines of credit.
The undrawn committed facilities available to the Group as at the balance sheet date are quantified in note 23; these facilities span a wide number of highly-rated financial institutions thus minimising any potential exposure arising from concentrations in borrowing sources. The repayment schedule (analysed by maturity date) applicable to the Group’s outstanding interest-bearing loans and borrowings as at the balance sheet date is also presented in note 23.

~~CRH    143~~
~~Consolidated Financial Statements~~

CRH      169
~~CONSOLIDATED FINANCIAL STATEMENTS~~

21. Capital and Financial Risk Management|continued
~~Commodity price risk~~
~~The Group’s exposure to commodity price risk is minimal with the fair value of derivatives used to hedge future energy costs being~~€~~3 million unfavourable as at the balance sheet date (2010:~~€~~4 million favourable).~~
The tables below show the projected contractual undiscounted total cash outflows (principal and interest) arising from the Group’s trade and other payables, gross debt and derivative financial instruments. The tables also include the gross cash inflows projected to arise from derivative financial instruments. These projections are based on the interest and foreign exchange rates applying at the end of the relevant financial year.

Within
1 year
€m Between
1 and 2
years
€m Between
2 and 3
years
€m Between
3 and 4
years
€m Between
4 and 5
years
€m After
5 years
€m Total
€m    Within
1 year
€m Between
1 and 2
years
€m Between
2 and 3
years
€m Between
3 and 4
years
€m Between
4 and 5
years
€m After
5 years
€m Total
€m
At 31 December 2011

At 31 December 2014
Financial liabilities - cash outflows

Trade and other payables
2,858    117    23    24    25    38    3,085       2,894    178    25    16    11    56    3,180
Finance leases
3    3    3    2    1    13    25       2    2    2    1    2    4    13
Interest-bearing loans and borrowings
511    564    920    355    1,290    1,070    4,710
Interest payments on finance leases
1    1    1    1    1    5    10
Interest payments on interest-bearing loans and borrowings 286    268    208    158    120    327    1,367
Interest rate swaps - net cash outflows
1    -    -    -    -    1    2
Cross-currency swaps - gross cash outflows
1,207    428    24    327    -    -    1,986
Other derivative financial instruments 2    1    1    -    -    2    6
Gross projected cash outflows
4,869    1,382    1,180    867    1,437    1,456    11,191
Derivative financial instruments - cash inflows

Interest rate swaps - net cash inflows
(70 ) (53 ) (32 ) (24 ) (18 ) (15 ) (212 )
Cross-currency swaps - gross cash inflows
(1,197 ) (471 ) (24 ) (307 ) -    -    (1,999 )
Other derivative financial instruments (1 ) -    -    -    -    -    (1 )
Gross projected cash inflows
(1,268 ) (524 ) (56 ) (331 ) (18 ) (15 ) (2,212 )
The equivalent disclosure for the prior year is as follows:


At 31 December 2010

Financial liabilities - cash outflows

Trade and other payables
2,686    89    17    18    19    38    2,867
Finance leases
2    2    1    2    1    4    12
Interest-bearing loans and borrowings
655    368    575    908    336    2,251    5,093
Interest payments on finance leases
1    1    -    -    -    2    4
Interest payments on interest-bearing loans and borrowings 311    274    258    199    151    431    1,624
Interest rate swaps - net cash outflows
1    -    1    -    -    1    3
Other interest-bearing loans and borrowings    452    1,371    1    536    500    2,882    5,742
Interest payments on other interest-bearing loans and borrowings    253    207    157    137    90    305    1,149
Cross-currency swaps - gross cash outflows
1,312    42    427    24    327    -    2,132       1,729    -    -    -    -    -    1,729
Gross projected cash outflows
4,968    776    1,279    1,151    834    2,727    11,735       5,330    1,758    185    690    603    3,247    11,813
Derivative financial instruments - cash inflows

Interest rate swaps - net cash inflows
(113 ) (69 ) (53 ) (31 ) (22 ) (30 ) (318 )    (34 ) (28 ) (19 ) (14 ) (6 ) (18 ) (119 )
Cross-currency swaps - gross cash inflows
(1,244 ) (27 ) (455 ) (24 ) (298 ) -    (2,048 )    (1,738 ) -    -    -    -    -    (1,738 )
Other derivative financial instruments
(3 ) (1 ) (1 ) -    -    -    (5 )
Gross projected cash inflows
(1,360 ) (97 ) (509 ) (55 ) (320 ) (30 ) (2,371 )    (1,772 ) (28 ) (19 ) (14 ) (6 ) (18 ) (1,857 )
The equivalent disclosure for the prior year is as follows: The equivalent disclosure for the prior year is as follows:
At 31 December 2013
Financial liabilities - cash outflows
Trade and other payables    2,754    140    20    22    22    128    3,086
Finance leases    3    2    1    6    1    2    15
Other interest-bearing loans and borrowings    955    353    1,203    -    472    2,445    5,428
Interest payments on finance leases    1    1    -    -    -    -    2
Interest payments on other interest-bearing loans and borrowings    263    214    178    134    116    318    1,223
Cross-currency swaps - gross cash outflows    2,196    327    -    -    -    -    2,523
Gross projected cash outflows    6,172    1,037    1,402    162    611    2,893    12,277
Derivative financial instruments - cash inflows
Interest rate swaps - net cash inflows    (40 ) (30 ) (20 ) (12 ) (13 ) (22 ) (137 )
Cross-currency swaps - gross cash inflows    (2,183 ) (308 ) -    -    -    -    (2,491 )
Gross projected cash inflows    (2,223 ) (338 ) (20 ) (12 ) (13 ) (22 ) (2,628 )
Commodity price risk
~~144    CRH~~
The fair value of derivatives used to hedge future energy costs was€19 million unfavourable as at the balance sheet date (2013:~~Consolidated Financial Statements~~€
~~CONSOLIDATED FINANCIAL STATEMENTS~~
4 million unfavourable).

22. ~~Liquid Investments and~~ Cash and Cash Equivalents
~~Liquid investments and cash~~Cash and cash equivalents balances are spread across a wide number of highly-rated financial ~~institutions with no material concentrations in credit or liquidity risk.~~
~~Liquid investments~~
Liquid investments comprise short-term deposits and current asset investments which are held as readily disposable stores of value and include investments in government gilts and commercial paper and deposits of less than one year in duration.institutions. The credit risk attaching to these items is documented in note 21.


2011
€m

2010
€m

Liquid investments held-for-trading (fair value through profit or loss)
   28       32
Loans and receivables
   1       5
Total
   29       37
~~Cash and cash equivalents~~
Cash and cash equivalents comprise cash balances held for the purposes of meeting short-term cash commitments and investments which are readily convertible to a known amount of cash and are subject to an insignificant risk of change in value.
Cash and cash equivalents are included in the Consolidated Balance Sheet ~~and Consolidated Statement of Cash Flows~~ at fair value and are analysed as follows:

   2014    2013
   €m    €m
Cash at bank and in hand
   429       658       689       582
Investments (short-term deposits)
   866       1,072       2,573       1,958
Total
   1,295       1,730       3,262       2,540
Cash at bank earns interest at floating rates based on daily deposit bank rates. Short-term deposits, which include bank and money market deposits, are made for varying periods of between one day and three months depending on the immediate cash requirements of the Group, and earn interest at the respective short-term deposit rates.
~~CRH    145~~
Cash and cash equivalents at fair value include the following for the purposes of the Consolidated ~~Financial Statements~~
Statement of Cash Flows:

~~CONSOLIDATED FINANCIAL STATEMENTS~~
Cash at bank and in hand
   689       582
Investments (short-term deposits)
   2,573       1,958
Cash at bank and in hand reclassified as held for sale
   33       -
Total
   3,295       2,540

170      CRH
23. Interest-bearing Loans and Borrowings
Loans and borrowings outstanding

Loans and borrowings outstanding 2011 2010

Including share of
joint ventures
€m

Excluding share of
joint ventures
€m

Including share of
joint ventures
€m

Excluding share of
joint ventures
€m

Bank overdrafts
64    49    42    33
Bank loans
155    40    254    157
Leases
25    23    12    11
Bonds and private placements
4,620    4,614    4,971    4,965
Other
118    32    82    6
Interest-bearing loans and borrowings* 4,982    4,758    5,361    5,172
      2014
€m      2013
€m
Bank overdrafts
   70         40
Bank loans
   16         28
Finance leases
   13         15
Bonds and private placements
   5,750         5,439
Other
   17         18
Interest-bearing loans and borrowings*
   5,866         5,540

*
Including loans of€9 €1 million ~~(2010:~~€16(2013: €1 million) secured on specific items of property, plant and equipment; these figures do not include finance leases.
Maturity profile of loans and borrowings and undrawn committed facilities

   Including share of joint ventures    Excluding share of joint ventures    As at 31 December 2014       As at 31 December 2013
   Loans and
borrowings
€m
Undrawn
committed
facilities**
€m

Loans and
borrowings
€m

Undrawn
committed
facilities**
€m

Loans and
borrowings
€m

Undrawn
        committed
facilities**
€m

Loans and
borrowings
€m

Undrawn
        committed
facilities**
€m

At 31 December 2011

Within one year
   519       135       459       132       447       22             961       -
Between one and two years
   604       237       580       184       1,395       -          349       40
Between two and three years
   957       1       941       1       -       -          1,240       1,625
Between three and four years
   356       37       341       -       562       -          4       85
Between four and five years
   1,357       1,500       1,345       1,500       505       2,641          506       200
After five years
   1,189       28       1,092       1       2,957       -          2,480       -
Total
   4,982       1,938       4,758       1,818       5,866       2,663          5,540       1,950
The equivalent disclosure for the prior year is as follows:

At 31 December 2010

Within one year
   666       366       621       357
Between one and two years
   393       781       382       781
Between two and three years
   626       157       590       119
Between three and four years
   945       2       939       -
Between four and five years
   337       38       331       -
After five years
   2,394       36       2,309       2
Total
   5,361       1,380       5,172       1,259

**
The Group manages its borrowing ability by entering into committed borrowing agreements. Revolving committed bank facilities are generally available to the Group for periods of up to five years from the date of inception. The figures shown above are the undrawn committed facilities available to be drawn by the Group at 31 December ~~2011.~~2014.
~~In January 2012, CRH Finance BV (a wholly-owned subsidiary) completed an issue of~~€~~500 million 7-year corporate bonds at a coupon rate of 5%, which are unconditionally guaranteed by CRH plc.~~Guarantees
~~146    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~23. Interest-bearing Loans and Borrowings~~~~continued~~
~~Guarantees~~
The Company has given letters of guarantee to secure obligations of subsidiary undertakings as follows:€~~4.7~~5.8 billion in respect of loans, bank advances, derivative obligations and future lease obligations ~~(2010:~~(2013:€~~5.2~~5.5 billion),€~~427~~288 million in respect of letters of credit ~~(2010:~~(2013:€~~435~~270 million) and€95 million in respect of other obligations ~~(2010:~~(2013:€8nil million).
Pursuant to the provisions of Section 17, Companies (Amendment) Act, 1986, the Company has guaranteed the liabilities of its wholly-owned subsidiary undertakings and the Oldcastle Finance Company and Oldcastle North America Funding Company general partnerships in the Republic of Ireland for the financial year ended 31 December ~~2011~~2014 and, as a result, such subsidiary undertakings and the general partnerships have been exempted from the filing provisions of Section 7, Companies (Amendment) Act, 1986 and Regulation 20 of the European Communities ~~(Accounts Regulations),~~(Accounts) Regulations, 1993 respectively.
Lender covenants
The Group’s major bank facilities and debt issued pursuant to Note Purchase Agreements in private placements require the Group to maintain certain financial covenants. Non-compliance with financial covenants would give the relevant lenders the right to terminate facilities and demand early repayment of any sums drawn thereunder thus altering the maturity profile of the Group’s debt and the Group’s liquidity. Calculations for financial covenants are completed for twelve-month periods half-yearly on 30 June and 31 December. ~~CRH~~The Group was in full compliance with its financial covenants throughout each of the periods presented. The Group is not aware of any stated events of default as defined in the Agreements.
The financial covenants are:

(1)
Minimum interestcover ~~(excluding share of joint ventures)~~ defined as PBITDA/net interest (all as defined in the relevant agreement) cover at no lower than 4.5 times. As at 31 December ~~2011~~2014 the ratio was ~~7.4~~7.0 times ~~(2010: 7.3~~(2013: 6.3 times; ~~2009: 6.1~~2012: 6.5 times);

(2)
Minimum networth defined as total equity plus deferred tax liabilities and capital grants less repayable capital grants being in aggregate no lower than€55.0 billion (2013:€5.1 billion) (such minimum being adjusted for foreign exchange translation impacts). As at 31 December ~~2011 minimum~~2014 net worth (as ~~defined)~~defined in the relevant agreement) was€~~12.1~~11.5 billion ~~(2010:~~(2013:€~~12.1~~10.9 billion).

~~CRH    147~~
~~Consolidated Financial Statements~~

CRH      171
~~CONSOLIDATED FINANCIAL STATEMENTS~~

24. Derivative Financial Instruments
The fair values of derivative financial instruments are analysed by year of maturity and by accounting designation as follows:

Fair value
hedges Cash flow
hedges Net
investment
hedges Not
designated
as hedges Total Total
excluding
share of joint
ventures
   €m €m €m €m €m €m
At 31 December 2011

Derivative assets

Within one year - current assets
6    1    12    5    24    23
Between one and two years
62    -    -    -    62    62
Between two and three years
32    -    -    -    32    32
Between three and four years
-    -    -    -    -    -
Between four and five years
46    -    -    -    46    46
After five years
41    -    -    -    41    41
Non-current assets
181    -    -    -    181    181
Total derivative assets
187    1    12    5    205    204
Derivative liabilities

Within one year - current liabilities
-    (2 ) (8 ) -    (10 ) (10 )
Between one and two years
-    (1 ) -    -    (1 ) (1 )
Between two and three years
-    -    -    -    -    -
Between three and four years
-    (17 ) -    -    (17 ) (17 )
Between four and five years
-    -    -    -    -    -
After five years
-    (2 ) -    -    (2 ) -
Non-current liabilities
-    (20 ) -    -    (20 ) (18 )
Total derivative liabilities
-    (22 ) (8 ) -    (30 ) (28 )
Net asset arising on derivative financial instruments
187    (21 ) 4    5    175    176
The equivalent disclosure for the prior year is as follows:


At 31 December 2010

Derivative assets

Within one year - current assets
10    3    1    -    14    13
Between one and two years
22    1    -    29    52    52
Between two and three years
49    1    -    -    50    50
Between three and four years
34    -    -    -    34    34
Between four and five years
-    -    -    -    -    -
After five years
58    -    -    -    58    58
Non-current assets
163    2    -    29    194    194
Total derivative assets
173    5    1    29    208    207
Derivative liabilities

Within one year - current liabilities
-    -    (53 ) (1 ) (54 ) (54 )
Between one and two years
-    -    -    -    -    -
Between two and three years
-    -    -    -    -    -
Between three and four years
-    -    -    -    -    -
Between four and five years
-    (28 ) -    -    (28 ) (28 )
After five years
(4 ) -    -    (1 ) (5 ) (4 )
Non-current liabilities
(4 ) (28 ) -    (1 ) (33 ) (32 )
Total derivative liabilities
(4 ) (28 ) (53 ) (2 ) (87 ) (86 )

Net asset arising on derivative financial instruments
169    (23 ) (52 ) 27    121    121
~~148    CRH~~
~~Consolidated Financial Statements~~
      Fair
value
hedges
€m Cash flow
hedges
€m
Net
investment
hedges
€m
Not
designated
as hedges
€m Total
€m
At 31 December 2014

Derivative assets

Within one year - current assets
   -    2    13    -    15
Between one and two years
   22    -    -    -    22
Between three and four years
   26    -    -    -    26
Between four and five years
   -    -    -    9    9
After five years
   30    -    -    -    30
Non-current assets
   78    -    -    9    87
Total derivative assets
   78    2    13    9    102
Derivative liabilities

Within one year - current liabilities
   -    (7 ) (4 ) (9 ) (20 )
Between one and two years
   -    (1 ) -    -    (1 )
Between two and three years
   -    (1 ) -    -    (1 )
Between three and four years
   -    (1 ) -    -    (1 )
Non-current liabilities
   -    (3 ) -    -    (3 )
Total derivative liabilities
   -    (10 ) (4 ) (9 ) (23 )
Net asset arising on derivative financial instruments    78    (8 ) 9    -    79
The equivalent disclosure for the prior year is as follows:


At 31 December 2013

Derivative assets

Within one year - current assets
   9    -    8    -    17
Between two and three years
   30    -    -    -    30
Between four and five years
   28    -    -    -    28
After five years
   -    -    -    5    5
Non-current assets
   58    -    -    5    63
Total derivative assets
   67    -    8    5    80
Derivative liabilities

Within one year - current liabilities
   -    (2 ) (17 ) -    (19 )
Between one and two years
   -    (21 ) -    -    (21 )
Between two and three years
   -    (1 ) -    -    (1 )
Between three and four years
   -    (1 ) -    -    (1 )
After five years
   (11 ) -    -    -    (11 )
Non-current liabilities
   (11 ) (23 ) -    -    (34 )
Total derivative liabilities
   (11 ) (25 ) (17 ) -    (53 )
Net asset arising on derivative financial instruments    56    (25 ) (9 ) 5    27

172      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
24. Derivative Financial Instruments|continued
At 31 December 2014 and 2013, the Group had no master netting or similar arrangements, collateral posting requirements, and enforceable right of set-off agreements with any of its derivative counterparts.
Fair value hedges consist of interest rate swaps and currency swaps. These instruments hedge risks arising from changes in asset/liability fair values due to interest rate and foreign exchange rate movements.
Cash flow hedges consist of forward foreign exchange and commodity contracts and interest rate and currency swaps. These instruments hedge risks arising to future cash flows from movements in foreign exchange rates, commodity prices and interest rates. Cash flow hedges are expected to affect profit and loss over the period to maturity.
Net investment hedges comprise cross-currency swaps and hedge changes in the value of net investments due to currency movements.
The profit/(loss) arising on fair value, cash flow, net investment hedges and related hedged items reflected in the Consolidated Income Statement is shown below:

   2011
€m 2010
€m 2009
€m    2014
€m
2013
€m

2012
€m

Cash flow hedges - ineffectiveness
   2    8    (6 )    -       -       (3 )
Fair value of hedge instruments
   12    (3 ) (108 )    15       (68 )    (16 )
Fair value of the hedged items
   (17 ) 6    105       (16 )    71       21
Net investment hedges - ineffectiveness
   -    1    -
   2011 2010 2009
   €m €m €m
Components of other comprehensive income - cash flow hedges

(Losses)/gains arising during the year:

Commodity forward contracts
   (4 ) 7    1
Interest rate swaps
   (1 ) -    -
Losses arising during the year:

- commodity forward contracts
   (6 )    (2 )    -
Reclassification adjustments for (gains)/losses included in:

Reclassification adjustments for losses included in:

- the Consolidated Income Statement
   (2 ) 3    16       -       -       1
- property, plant and equipment
   -    -    (2 )
Total
   (7 ) 10    15       (6 )    (2 )    1
Fair value hierarchy       2014    2013
         Level 2
€m    Level 2
€m
Assets measured at fair value

Fair value hedges - cross currency and interest rate swaps
      78       67
Net investment hedges - cross currency swaps
      13       8
Not designated as hedges (held-for-trading) - interest rate swaps
      9       5
Cash flow hedges - cross currency, interest rate swaps and commodity forwards
      2       -
Total
      102       80
Liabilities measured at fair value

Fair value hedges - cross currency and interest rate swaps
      -       (11 )
Cash flow hedges - cross currency, interest rate swaps and commodity forwards
      (10 )    (25 )
Net investment hedges - cross currency swaps
      (4 )    (17 )
Not designated as hedges (held-for-trading) - interest rate swaps
      (9 )    -
Total
      (23 )    (53 )
~~CRH    149~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~25. Analysis of Net Debt~~
~~Components of net debt~~
Net debt is a non-GAAP measure which we provide to investors as we believe they find it useful. Net debt comprises cash and cash equivalents, liquid investments, derivative financial instrument assets and liabilities and interest-bearing loans and borrowings and enables investors to see the economic effects of these in total (see note 21 for details of the capital and risk management policy employed by the Group). Net debt is commonly used in computations such as net debt as a % of total equity and net debt as a % of market capitalisation.

As at 31 December 2011

As at 31 December 2010

Fair value (i)
including
share
of joint
ventures
€m

Book value
including
share
of joint
ventures
€m

Book value
excluding
share
of joint
ventures
€m

Fair value (i)
including
share
of joint
ventures
€m

Book value
including
share
of joint
ventures
€m

Book value
excluding
share
of joint
ventures
€m

Cash and cash equivalents (note 22)
1,295    1,295    1,246    1,730    1,730    1,670
Liquid investments (note 22)
29    29    1    37    37    1
Interest-bearing loans and borrowings (note 23)
(5,051 ) (4,982 ) (4,758 ) (5,464 ) (5,361 ) (5,172 )
Derivative financial instruments (net) (note 24)
175    175    176    121    121    121
Group net debt
(3,552 ) (3,483 ) (3,335 ) (3,576 ) (3,473 ) (3,380 )
~~(i)~~ The fair values of cash and cash equivalents and floating rate loans and borrowings are based on their carrying amounts, which constitute a reasonable approximation of fair value. The carrying value of liquid investments is the market value of these investments with these values quoted on liquid markets. The carrying value of derivatives is fair value based on discounted future cash flows at current foreign exchange and interest rates. The fair value of fixed rate debt is calculated based on actual traded prices for publicly traded debt or discounted future cash flows reflecting market interest rate changes since issuance for other fixed rate debt.
~~Reconciliation of opening to closing net debt~~

      2011
€m 2010
€m 2009
€m
At 1 January    (3,473 ) (3,723 ) (6,091 )
Decrease in liquid investments    (4 ) (33 ) (65 )
Debt in acquired companies    (47 ) (37 ) (3 )
Debt in disposed companies    50    -    -
Increase in interest-bearing loans, borrowings and finance leases    (101 ) (566 ) (757 )
Net cash flow arising from derivative financial instruments    63    (82 ) (16 )
Repayment of interest-bearing loans, borrowings and finance leases    552    885    2,501
(Decrease)/increase in cash and cash equivalents    (446 ) 286    593
Mark-to-market adjustment    (18 ) 18    (5 )
Translation adjustment    (59 ) (221 ) 120
At 31 December    (3,483 ) (3,473 ) (3,723 )
~~150    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~25. Analysis of Net Debt~~~~continued~~
~~The following table shows the effective interest rates on period-end fixed, gross and net debt:~~

As at 31 December 2011 As at 31 December 2010
   €m Interest
rate Weighted
average
fixed
period
(Years) €m Interest
rate Weighted
average
fixed
period
(Years)
Interest-bearing loans and borrowings nominal - fixed rate (ii) (4,446 ) (4,777 )
Derivative financial instruments - fixed rate
2,010    2,185
Net fixed rate debt including derivatives
(2,436 ) 6.3%    6.3    (2,592 ) 6.3%    6.7
Interest-bearing loans and borrowings nominal - floating rate (iii) (289 ) (328 )
Adjustment of debt from nominal to book value (ii)
(247 ) (256 )
Derivative financial instruments - currency floating rate
(1,835 ) (2,064 )
Gross debt including derivative financial instruments
(4,807 ) 4.7%    (5,240 ) 4.5%
Cash and cash equivalents - floating rate
1,295    1,730
Liquid investments - floating rate
29    37
Net debt including derivative financial instruments
(3,483 ) (3,473 )
~~(ii)~~ ~~Of the Group’s nominal fixed rate debt at 31 December 2011,~~€~~2,309 million (2010:~~€~~2,505 million) was hedged to floating rate at inception using interest rate swaps. In accordance with IAS 39~~~~Financial Instruments:~~~~Recognition and Measurement~~, hedged fixed rate debt is recorded at amortised cost adjusted for the change in value arising from changes in underlying market interest rates and the related hedging instruments (interest rate swaps) are stated at fair value. Adjustments to fixed rate debt values and the changes in the fair value of the hedging instrument are reflected in the Consolidated Income Statement. The balance of nominal fixed rate debt of€~~2,137 million (2010:~~€~~2,272 million) pertains to financial liabilities measured at amortised cost in accordance with IAS 39.~~
~~(iii)~~ Floating rate debt comprises bank borrowings and finance leases bearing interest at rates set in advance for periods ranging from overnight to less than one year largely by reference to inter-bank interest rates (US$ LIBOR, Sterling LIBOR, Swiss Franc LIBOR and Euribor).
~~Fair value hierarchy~~
~~The table below analyses financial instruments carried at fair value, by valuation method. The different levels have been defined as follows:~~
– ~~Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities~~
– ~~Level 2: inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices)~~
– ~~Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs)~~

   As at 31 December 2011 As at 31 December 2010
      Level 1
€m    Level 2
€m Total
€m Level 1
€m    Level 2
€m Total
€m
Assets measured at fair value

Fair value hedges - cross currency and interest rate swaps
   -       187    187    -       173    173
Cash flow hedges
   -       1    1    -       5    5
Net investment hedges - cross currency swaps
   -       12    12    -       1    1
Not designated as hedges (held-for-trading) - interest rate swaps
   -       5    5    -       29    29
Held-for-trading (fair value through profit or loss)
   28       -    28    32       -    32
Total
   28       205    233    32       208    240
Liabilities measured at fair value

Fair value hedges - cross currency and interest rate swaps
   -       -    -    -       (4 ) (4 )
Cash flow hedges - cross currency and interest rate swaps
   -       (22 ) (22 ) -       (28 ) (28 )
Net investment hedges - cross currency swaps
   -       (8 ) (8 ) -       (53 ) (53 )
Not designated as hedges (held-for-trading) - interest rate swaps
   -       -    -    -       (2 ) (2 )
Total
   -       (30 ) (30 ) -       (87 ) (87 )
~~CRH    151~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~25. Analysis of Net Debt~~~~continued~~
~~During the reporting periods ending~~At 31 December ~~2011~~2014 and ~~31 December 2010~~2013 there were no ~~transfers between~~derivatives valued using Level 1 ~~and Level 2 fair value measurements, and no transfers into and out of~~or Level 3 fair value ~~measurements.~~
~~Currency profile~~
~~The currency profile~~techniques. Valuation methods for Levels 1, 2 and 3 are described in the “fair value hierarchy” section of the ~~Group’s net debt and net worth (capital and reserves attributable to the Company’s equity holders) as at 31 December 2011 is as follows:~~accounting policies on page 145.

      euro
€m US
Dollar
€m Pound
Sterling
€m Swiss
Franc
€m Other (iv)
€m Total
€m
Net debt by major currency including derivative financial instruments    (1,002 ) (2,200 ) (29 ) (134 ) (118 ) (3,483 )
Non-debt assets and liabilities analysed as follows:

Non-current assets
   4,313    6,751    497    891    2,449    14,901
Current assets
   1,629    2,145    219    366    598    4,957
Non-current liabilities
   (774 ) (1,238 ) (188 ) (233 ) (179 ) (2,612 )
Current liabilities
   (1,171 ) (1,199 ) (201 ) (243 ) (366 ) (3,180 )
Non-controlling interests
   (24 ) (7 ) -    (10 ) (33 ) (74 )
Capital and reserves attributable to the Company’s equity holders (v)    2,971    4,252    298    637    2,351    10,509
The equivalent disclosure for the prior year is as follows:
Net debt by major currency including derivative financial instruments    (1,151 ) (1,941 ) (2 ) (224 ) (155 ) (3,473 )
Non-debt assets and liabilities analysed as follows:
Non-current assets
   4,592    6,520    498    875    2,283    14,768
Current assets
   1,619    1,955    225    373    546    4,718
Non-current liabilities
   (716 ) (1,337 ) (191 ) (157 ) (182 ) (2,583 )
Current liabilities
   (1,174 ) (1,100 ) (225 ) (244 ) (276 ) (3,019 )
Non-controlling interests
   (31 ) (7 ) -    (10 ) (35 ) (83 )
Capital and reserves attributable to the Company’s equity holders (v)    3,139    4,090    305    613    2,181    10,328

~~(iv)~~ The principal currencies included in this category are the Polish Zloty, the Indian Rupee, the Ukranian Hryvnya, the Chinese Renminbi, the Turkish Lira, the Canadian Dollar, the Israeli Shekel and the Argentine Peso.
CRH      173
~~(v)~~ Gains and losses arising on the retranslation of net worth are dealt with in the Consolidated Statement of Comprehensive Income. Transactional currency exposures arise in a number of the Group’s operations and these result in net currency gains and losses which are recognised in the Consolidated Income Statement and are immaterial (with materiality defined in the context of the year-end 2011 financial statements).
~~152    CRH~~
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~26.~~25. Provisions for Liabilities

Net present cost
At
1 January
€m

Translation
adjustment
€m

Arising on
acquisition
€m

Provided
during
year
€m

Utilised
during
year
€m

Disposed
during
year
€m

Reversed
unused
€m

Discount
unwinding
(note 9)
€m

At
31 December
€m
At 1
January
€m Translation
adjustment
€m Arising on
acquisition
(note 30)
€m
Provided
during
year
€m
Utilised
during
year
€m
Reclassified
as held
for sale
€m
Reversed
unused
€m Discount
unwinding
€m At 31
December
€m

31 December 2011

31 December 2014
Insurance (i)
207    5    -    51    (47 ) -    (26 ) 9    199    181    20    -    52    (50 ) -    (3 ) 8    208
Environment and remediation (ii)
81    2    1    8    (4 ) -    (2 ) 2    88    87    5    -    12    (4 ) (4 ) (4 ) 4    96
Rationalisation and redundancy (iii)
28    -    1    26    (40 ) (2 ) (1 ) 1    13    43    1    -    30    (48 ) -    (3 ) 1    24
Other (iv)
71    -    13    15    (15 ) (6 ) (8 ) 3    73    69    1    1    14    (8 ) (3 ) (9 ) 3    68
Total
387    7    15    100    (106 ) (8 ) (37 ) 15    373    380    27    1    108    (110 ) (7 ) (19 ) 16    396
Analysed as:

Non-current liabilities
253    252    231    257
Current liabilities
134    121    149    139
Total
387    373    380    396
The equivalent disclosure for the prior year is as follows: The equivalent disclosure for the prior year is as follows:
The equivalent disclosure for the prior year is as follows:


31 December 2010

Insurance (i)
201    12    -    37    (50 ) -    (2 ) 9    207
31 December 2013
Insurance (i) 191    (7 ) -    42    (50 ) -    (4 ) 9    181
Environment and remediation (ii)
65    7    6    6    (2 ) (1 ) (2 ) 2    81    82    (1 ) 5    6    (4 ) -    (4 ) 3    87
Rationalisation and redundancy (iii)
25    -    -    55    (52 ) -    (1 ) 1    28    26    -    5    55    (38 ) -    (6 ) 1    43
Other (iv)
69    1    1    23    (19 ) -    (7 ) 3    71    67    (1 ) 4    14    (11 ) -    (6 ) 2    69
Total
360    20    7    121    (123 ) (1 ) (12 ) 15    387    366    (9 ) 14    117    (103 ) -    (20 ) 15    380
Analysed as:

Non-current liabilities
240    253    256    231
Current liabilities
120    134    110    149
Total
360    387    366    380

(i)
This provision relates to actual and potential obligations arising under the self-insurance components of the Group’s insurance arrangements which comprise employers’ liability (workers’ compensation in the United States), public and products liability (general liability in the United States), automobile liability, property damage, business interruption and various other insurances; a substantial proportion of the total provision pertains to claims which are classified as “incurred but not reported”. Due to the extended timeframe associated with many of the insurances, a significant proportion of the total provision is subject to periodic actuarial valuation. The projected cash flows underlying the discounting process are established through the application of actuarial triangulations, which are extrapolated from historical claims experience. The triangulations applied in the discounting process indicate that the Group’s insurance provisions have an average life of ~~five~~six years ~~(2010: five~~(2013: six years).

(ii)
This provision comprises obligations governing site remediation and improvement costs to be incurred in compliance with either local or national environmental regulations together with constructive obligations stemming from established best practice. Whilst a significant element of the total provision will reverse in the medium-term (two to ten years), the majority of the legal and constructive obligations applicable to long-lived assets (principally mineral-bearing land) will unwind over a 30-year timeframe. In discounting the related obligations, expected future cash outflows have been determined with due regard to extraction status and anticipated remaining life.

(iii)
These provisions relate to irrevocable commitments under various rationalisation and redundancy programmes, none of which is individually material to the Group. In ~~2011,~~2014,€2630 million ~~(2010:~~(2013:€55 million; ~~2009:~~2012:€~~114~~48 million) was provided in respect of rationalisation and redundancy activities as a consequence of undertaking various cost reduction initiatives across all operations. These initiatives included removing excess capacity from manufacturing and distribution networks and scaling operations to match market supply and demand; implementation of these initiatives resulted in a reduction in staffing levels in all business segments over recent years. The Group expects that these provisions will be utilised within one to two years of the balance sheet date ~~(2010: three~~(2013: one to two years).

(iv)
This includes provisions relating to guarantees and warranties of€13 million ~~(2010:~~(2013:€2014 million) throughout the Group at 31 December ~~2011.~~2014. The Group expects that these provisions will be utilised within two years of the balance sheet date ~~(2010: three~~(2013: two years).
Discount rate sensitivity analysis
All non-current provisions are discounted at a rate of 5% ~~(2010:~~(2013: 5%; ~~2009:~~2012: 5%), consistent with the average effective interest rate for the Group’s borrowings. ~~The~~There is€nil million impact (2013:€nil million; 2012:€1 million) on profit before tax of a 1% change in the discount rate applicable to provisions, with all other variables held ~~constant, is~~€~~nil million (2010:~~€~~1 million; 2009:~~€~~1 million).~~constant.

~~CRH    153~~
174      CRH
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~27.~~26. Deferred Income Tax
The deductible and taxable temporary differences in respect of which deferred tax has been recognised are as follows:

   2014
€m      2013
€m
   2011
€m 2010
€m
Reported in balance sheet after offset

Deferred tax liabilities
   1,492    1,693       1,305         1,166
Deferred tax assets
   (290 ) (385 )    (171 )      (107 )
Net deferred income tax liability
   1,202    1,308       1,134         1,059
Deferred income tax assets (deductible temporary differences)

Deficits on Group defined benefit pension obligations (note 28)
   140    108
Deficits on Group retirement benefit obligations (note 27)
   140         74
Revaluation of derivative financial instruments to fair value
   12    16       14         15
Tax loss carryforwards
   131    34       97         98
Share-based payment expense
   2    2       2         2
Provisions for liabilities and working capital-related items
   209    184       187         144
Other deductible temporary differences
   35    41       37         38
Total
   529    385       477         371
Deferred income tax assets have been recognised in respect of all deductible temporary differences, with the exception of some tax loss ~~carryfowards.~~carryforwards. The amount of tax losses ~~whose~~where recovery is not probable and is therefore not recognised in the Consolidated Balance Sheet is€~~376~~937 million ~~(2010:~~(2013:€~~235~~712 million)~~, the~~. The vast majority will expire post ~~2016 (2010: 2015)~~2019 (2013: 2018).

Deferred income tax liabilities (taxable temporary differences)

Taxable temporary differences principally attributable to accelerated tax depreciation and fair value adjustments arising on acquisition (i)    1,697       1,656       1,575         1,400
Revaluation of derivative financial instruments to fair value    14       13       18         13
Rolled-over capital gains
   20       24       18         17
Total
   1,731       1,693       1,611         1,430
(i) Fair value adjustments arising on acquisition principally relate to property, plant and equipment.

Movement in net deferred income tax liability

At 1 January
   1,059         1,041
Translation adjustment
   125         (37 )
Net expense for the year (note 10)
   36         4
Arising on acquisition (note 30)
   2         8
Reclassified as held for sale
   (19 )      -
Movement in deferred tax asset on Group retirement benefit obligations
   (69 )      43
At 31 December
   1,134         1,059

~~(i)~~ ~~Fair value adjustments arising on acquisition principally relate to property, plant and equipment.~~
CRH      175

Movement in net deferred income tax liability
At 1 January    1,308    1,182
Translation adjustment    14    83
Net (credit)/charge for the year (note 11)    (80 ) 27
Arising on acquisition (note 31)    27    28
Disposal (note 5)    (9 ) (11 )
Movement in deferred tax asset on Group defined benefit pension obligations    (56 ) (7 )
Movement in deferred tax asset on share-based payment expense    -    3
Movement in deferred tax liability on cash flow hedges
   (2 ) 3
At 31 December
   1,202    1,308
~~154    CRH~~
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28.~~27. Retirement Benefit Obligations
The Group operates either defined benefit or defined contribution pension schemes in all of its principal operating areas. ~~Scheme assets are~~The disclosures included below relate to all pension schemes in the Group, including any schemes reclassified as held ~~in separate trustee-administered funds.~~for sale.
The Group operates defined benefit pension schemes in the Republic of Ireland, Britain and Northern Ireland, the Netherlands, Belgium, Germany, ~~Portugal,~~ Switzerland and the United States; for the purposes of the disclosures which follow, the schemes in the Republic of Ireland, the Netherlands, Belgium ~~Germany~~ and ~~Portugal (49% joint venture)~~Germany have been aggregated into a “Eurozone” category on the basis of common currency and financial assumptions. In line with the principle of proportionate consolidation, the assets, liabilities, income and expenses attaching to defined benefit pension schemes in joint ventures are reflected in the figures below on the basis of the Group’s share of these entities. The majority of the defined benefit pension schemes operated by the Group are funded as disclosed in the analysis of the defined benefit obligation presented below with unfunded schemes restricted to one scheme in each of the Netherlands ~~Portugal~~ and the United States and three schemes in Germany.
All funded defined benefit schemes are administered by separate funds that are legally separate from the Group under the jurisdiction of Trustees. Each of the Group’s schemes operate under broadly similar regulatory frameworks. The Trustees of the various pension funds in existence across the Group are required by law and by their Articles of Association to act in the best interests of the scheme participants and are responsible for the definition of investment strategy and for scheme administration. The level of benefits available to members depends on length of service and either their average salary over their period of employment or their salary in the final years leading up to retirement. The Group’s pension schemes in Switzerland are contribution-based schemes with guarantees to provide further contributions in the event that certain targets are not met largely in relation to investment return and the annuity conversion factor on retirement.
Provision has been made in the financial statements for post-retirement healthcare obligations in respect of certain current and former employees principally in the United States and ~~in Portugal and~~ for long-term service commitments in respect of certain employees in the Eurozone and Switzerland. These obligations are unfunded in nature and the required disclosures ~~are set out below.~~form part of this note.
~~The cumulative actuarial gains and losses attributable to the Group's~~Defined benefit pension schemes - principal risks
Through its defined benefit pension schemes and post-retirement healthcare plans, the Group is exposed to a number of risks, the most significant of which are detailed below:
Asset volatility: Under IFRS, the assets of the Group’s defined benefit pension schemes are reported at fair value (using bid prices, where relevant). The majority of the schemes’ assets comprise of equities, bonds and property all of which may fluctuate significantly in value from period to period. Given that liabilities are discounted to present value based on bond yields and that bond prices are inversely related to yields, an increase in the liability discount rate (which would reduce liabilities) would reduce bond values though not necessarily by an equal magnitude.
Given the maturity of certain of the Group’s funded defined benefit pension schemes, de-risking frameworks have been introduced to mitigate deficit volatility and enable better matching of investment returns with the cash outflows related to benefit obligations. These frameworks entail the usage of asset-liability matching techniques whereby triggers are set for the conversion of equity holdings into bonds of similar average duration to the relevant liabilities.
Discount rates: The discount rates employed in determining the present value of the schemes’ liabilities are determined by reference to market yields at the balance sheet date on high-quality corporate bonds of a currency and term consistent with the currency and term of the associated post-employment benefit obligations. Changes in discount rates impact the quantum of liabilities as discussed above.
Inflation risk: Some of the Group’s pension obligations have an inflation linkage; higher inflation will lead to higher liabilities (although in most cases, caps on the level of inflationary increases are in place to protect the scheme ~~obligations at 1 January 2004 (the date~~against extreme inflation).
Longevity risk: In the majority of ~~transition~~cases, the Group’s defined benefit pension schemes provide benefits for life with spousal and dependent child reversionary provisions; increases in life expectancy will therefore give rise to ~~IFRS) were recognised~~higher liabilities.
Financial assumptions - scheme liabilities
The major long-term assumptions used by the Group’s actuaries in ~~full~~the computation of scheme liabilities as at ~~that date~~31 December 2014 , 31 December 2013 and ~~adjusted against retained income. Actuarial gains and losses and the associated movement~~31 December 2012 are as follows:

Eurozone

Britain and
Northern Ireland
   Switzerland    United States
   2014    2013    2012    2014    2013    2012    2014    2013    2012    2014    2013    2012
      %    %    %    %    %    %    %    %    %    %    %    %
Rate of increase in:
- salaries    3.75       4.00       4.00       4.00       4.30       4.00       2.25       2.25       2.25       3.50       3.50       3.50
- pensions in payment    1.75       2.00       2.00       3.00-3.20       3.30-3.50       3.00-3.40       -       0.25       0.25       -       -       -
Inflation    1.75       2.00       2.00       3.00       3.30       3.00       1.25       1.25       1.25       2.00       2.00       2.00
Discount rate    2.00       3.70       3.80       3.50       4.60       4.50       1.15       2.35       1.85       3.80       4.70       3.75
Medical cost trend rate    n/a       n/a       n/a       n/a       n/a       n/a       n/a       n/a       n/a       16.70       7.40       6.25
The mortality assumptions employed in determining the present value of scheme liabilities under IAS 19Employee Benefits are in accordance with the underlying funding valuations and represent actuarial best practice in the relevant jurisdictions taking account of mortality experience and industry circumstances. With regard to the most material of the Group’s schemes, the future life expectations factored into the relevant valuations, based on retirement at 65 years of age for current and future retirees, are as follows:


Republic of
Ireland

Britain and
Northern Ireland
   Switzerland
                        2014    2013    2012    2014    2013    2012    2014    2013    2012
Current retirees


- male

   22.8       22.7       22.6       23.2       23.2       23.2       21.3       21.3       19.7
- female

   24.9       24.9       24.4       25.8       25.7       25.8       23.8       23.8       22.0
Future retirees


- male

   25.8       25.7       25.7       25.6       25.5       24.8       23.5       23.5       19.7
- female

   26.8       26.7       26.7       28.2       28.2       27.4       25.9       25.9       22.0
The above data allow for future improvements in life expectancy.
176      CRH
27. Retirement Benefit Obligations|continued
Impact on Consolidated Income Statement
The total retirement benefit expense in the ~~net deferred tax asset are~~Consolidated Income Statement is as follows:
   2014    2013    2012
      €m    €m    €m
Total defined contribution expense
   152       149       142
Total defined benefit expense
   63       52       39
Total expense in Consolidated Income Statement
   215       201       181
At 31 December 2014,€44 million (2013:€34 million) was included in other payables in respect of defined contribution pension liabilities.
Analysis of defined benefit expense
   Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2014 2013 2012 2014 2013 2012 2014 2013 2012 2014 2013 2012 2014 2013 2012
      €m €m €m €m €m €m €m €m €m €m €m €m €m €m €m
Charged in arriving at Group profit before finance costs:


Current service cost    11    11    7    14    13    14    24    27    25    2    -    (2 ) 51    51    44
Administration expenses    1    1    -    2    1    2    -    1    -    -    -    -    3    3    2
Past service costs    (5 ) (6 ) (33 ) -    (3 ) -    -    (15 ) 1    -    -    -    (5 ) (24 ) (32 )
   7    6    (26 ) 16    11    16    24    13    26    2    -    (2 ) 49    30    14
Included in finance income and finance costs respectively:


Interest income on scheme assets    (29 ) (27 ) (29 ) (31 ) (26 ) (26 ) (16 ) (12 ) (16 ) (9 ) (6 ) (7 ) (85 ) (71 ) (78 )
Interest cost on scheme liabilities    37    39    44    34    30    31    17    14    17    11    10    11    99    93    103
Net interest expense    8    12    15    3    4    5    1    2    1    2    4    4    14    22    25
Net charge to Consolidated Income Statement    15    18    (11 ) 19    15    21    25    15    27    4    4    2    63    52    39
Past service costs also include curtailment and settlement gains. During 2014, there were no significant curtailment or settlement gains (2013: curtailment gain of€15 million). The prior year curtailment gain arose due to the implementation of changes to the terms of a number of the Group’s defined benefit pension schemes in Switzerland.
No reimbursement rights have been recognised ~~via~~as assets in accordance with IAS 19.
Reconciliation of scheme assets (bid value)
   Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2014 2013 2014 2013 2014 2013 2014 2013 2014 2013
      €m €m €m €m €m €m €m €m €m €m
At 1 January    790    710    662    597    683    661    179    174    2,314    2,142
Movement in year
Administration expenses    (1 ) (1 ) (2 ) (1 ) -    (1 ) -    -    (3 ) (3 )
Interest income on scheme assets    29    27    31    26    16    12    9    6    85    71
Remeasurement adjustments
- return on scheme assets excluding interest income    87    30    54    44    34    25    4    9    179    108
Employer contributions paid    72    70    19    28    17    17    7    9    115    124
Contributions paid by plan participants    3    3    -    -    10    10    -    -    13    13
Benefit and settlement payments    (45 ) (49 ) (25 ) (21 ) (30 ) (31 ) (14 ) (11 ) (114 ) (112 )
Reclassified as held for sale    -    -    (633 ) -    -    -    -    -    (633 ) -
Translation adjustment    -    -    49    (11 ) 15    (10 ) 26    (8 ) 90    (29 )
At 31 December    935    790    155    662    745    683    211    179    2,046    2,314
CRH      177
27. Retirement Benefit Obligations|continued
Reconciliation of actuarial value of liabilities
   Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2014 2013 2014 2013 2014 2013 2014 2013 2014 2013
      €m €m €m €m €m €m €m €m €m €m
At 1 January    (1,045 ) (1,054 ) (723 ) (705 ) (727 ) (765 ) (229 ) (271 ) (2,724 ) (2,795 )
Movement in year
Current service cost    (11 ) (11 ) (14 ) (13 ) (24 ) (27 ) (2 ) -    (51 ) (51 )
Past service costs    5    6    -    3    -    15    -    -    5    24
Interest cost on scheme liabilities    (37 ) (39 ) (34 ) (30 ) (17 ) (14 ) (11 ) (10 ) (99 ) (93 )
Remeasurement adjustments
- experience variations    20    23    1    2    7    17    -    -    28    42
- actuarial (loss)/gain from changes in financial assumptions    (306 ) (16 ) (129 ) (13 ) (142 ) 64    (27 ) 30    (604 ) 65
- actuarial loss from changes in demographic assumptions    -    -    -    (2 ) -    (51 ) (17 ) -    (17 ) (53 )
Contributions paid by plan participants    (3 ) (3 ) -    -    (10 ) (10 ) -    -    (13 ) (13 )
Benefit and settlement payments    45    49    25    21    30    31    14    11    114    112
Reclassified as held for sale    -    -    714    -    -    -    -    -    714    -
Translation adjustment    -    -    (56 ) 14    (17 ) 13    (37 ) 11    (110 ) 38
At 31 December    (1,332 ) (1,045 ) (216 ) (723 ) (900 ) (727 ) (309 ) (229 ) (2,757 ) (2,724 )
Recoverable deficit in schemes    (397 ) (255 ) (61 ) (61 ) (155 ) (44 ) (98 ) (50 ) (711 ) (410 )
Related deferred income tax asset    59    39    12    6    30    9    39    20    140    74
Net pension liability    (338 ) (216 ) (49 ) (55 ) (125 ) (35 ) (59 ) (30 ) (571 ) (336 )
During the year, there were no settlement payments (2013:€11 million) made in respect of the Group’s schemes.

Split of scheme liabilities - funded and unfunded
Funded defined benefit pension schemes    (1,274 ) (999 ) (930 ) (723 ) (894 ) (722 ) (297 ) (219 ) (3,395 ) (2,663 )
Unfunded defined benefit pension schemes    (52 ) (40 ) -    -    -    -    (8 ) (7 ) (60 ) (47 )
Total - defined benefit pension schemes    (1,326 ) (1,039 ) (930 ) (723 ) (894 ) (722 ) (305 ) (226 ) (3,455 ) (2,710 )
Post-retirement healthcare obligations (unfunded)    -    -    -    -    -    -    (4 ) (3 ) (4 ) (3 )
Long-term service commitments (unfunded)    (6 ) (6 ) -    -    (6 ) (5 ) -    -    (12 ) (11 )
Actuarial value of liabilities (present value)    (1,332 ) (1,045 ) (930 ) (723 ) (900 ) (727 ) (309 ) (229 ) (3,471 ) (2,724 )
Reclassified as held for sale    -    -    714    -    -    -    -    -    714    -
Actuarial value of liabilities (present value) excluding schemes reclassified as held for sale    (1,332 ) (1,045 ) (216 ) (723 ) (900 ) (727 ) (309 ) (229 ) (2,757 ) (2,724 )
Sensitivity analysis
The impact of a movement (as indicated below) in the ~~Consolidated Statement~~principal actuarial assumptions would be as follows:

Eurozone
2014
€m

Britain and
Northern
Ireland
2014
€m

Switzerland
2014
€m

United
      States
2014
€m

Total
      Group
2014
€m

Scheme liabilities at 31 December 2014
     (1,332 ) (930 ) (900 )      (309 )      (3,471 )
Revised liabilities

Discount rate
   Decrease by 0.25%      (1,398 ) (979 ) (941 )      (320 )      (3,638 )
Inflation rate
   Increase by 0.25%      (1,394 ) (965 ) (900 )      (309 )      (3,568 )
Life expectancy
   Increase by 1 year      (1,376 ) (963 ) (921 )      (319 )      (3,579 )
The above sensitivity analysis is derived through changing the individual assumption while holding all other assumptions constant.
178      CRH
27. Retirement Benefit Obligations|continued
Split of ~~Comprehensive Income.~~scheme assets
   Eurozone    Britain and
Northern Ireland    Switzerland    United States    Total Group
   2014    2013    2014 2013    2014    2013    2014    2013    2014 2013
      €m    €m    €m €m    €m    €m    €m    €m    €m €m
Investments quoted in active markets

Equity instruments:

- Developed markets
   281       262       329    340       260       229       69 ��    92       939    923
- Emerging markets
   10       12       55    53       -       -       -       -       65    65
Debt instruments:

- Non Government debt instruments
   279       29       166    139       226       210       59       26       730    404
- Government debt instruments
   265       390       165    69       65       58       67       51       562    568
Property
   37       29       41    43       31       68       -       -       109    140
Cash and cash equivalents
   16       47       2    1       -       2       16       4       34    54
Investment funds
   24       12       17    9       -       -       -       6       41    27
Assets held by insurance company
   -       -       -    -       -       5       -       -       -    5
Unquoted investments

Equity instruments:

- Developed markets
   -       -       -    -       1       -       -       -       1    -
- Emerging markets
   -       -       6    -       -       -       -       -       6    -
Debt instruments:

- Non Government debt instruments
   -       -       -    -       2       -       -       -       2    -
Property
   3       2       -    -       97       68       -       -       100    70
Cash and cash equivalents
   17       4       7    2       44       31       -       -       68    37
Investment funds
   -       -       -    6       -       -       -       -       -    6
Assets held by insurance company
   3       3       -    -       19       12       -       -       22    15
Total assets
   935       790       788    662       745       683       211       179       2,679    2,314
Reclassified as held for sale
   -       -       (633 ) -       -       -       -       -       (633 ) -
Total excluding schemes reclassified as held for sale    935       790       155    662       745       683       211       179       2,046    2,314
Actuarial valuations - funding requirements and future cash flows
In accordance with statutory requirements in Ireland and Britain (minimum funding requirements), additional annual contributions and lump-sum payments are required to certain of the schemes in place in those jurisdictions. The funding requirements in relation to the ~~Group's~~Group’s defined benefit schemes are assessed in accordance with the advice of independent and qualified actuaries and valuations are prepared in this regard either annually, where local requirements mandate that this be done, or at triennial intervals at a maximum in all other cases. In Ireland and Britain, either the attained age or projected unit credit methods are used in the valuations. In the Netherlands and Switzerland, the actuarial valuations reflect the current unit method, while the valuations are performed in accordance with the projected unit credit methodology in ~~Portugal and~~ Germany. In the United States, valuations are performed using a variety of actuarial cost methodologies - current unit, projected unit and aggregate cost. The dates of the actuarial valuations range from April ~~2008~~2011 to ~~December 2011.~~
The assumptions which have the most significant effect on the results of the actuarial valuations are those relating to the rate of return on investments and the expected rates of increase in salaries and expected inflation. In the course of preparing the funding valuations, it was assumed that the pre-retirement rate of return on investments would, on average, exceed annual salary increases by 2.5% and the post-retirement rate of return on investments would, on average, exceed annual inflation by 2% per annum.January 2014.
In general, actuarial valuations are not available for public inspection; however, the results of valuations are advised to the members of the various ~~schemes.~~
~~Financial assumptions - IAS 19~~schemes on request.
The ~~financial assumptions employed~~maturity profile of the Group’s contracted payments (on a discounted basis) to certain schemes in the ~~valuation of the defined benefit liabilities arising on pension schemes, post-retirement healthcare obligations~~Eurozone (Ireland) and ~~long-term service commitments applying the projected unit credit methodology are~~Britain and Northern Ireland is as follows:
   Eurozone    Britain and
Northern Ireland    Total
   2014    2013    2012    2014    2013    2012    2014    2013    2012
      €m    €m    €m    €m    €m    €m    €m    €m    €m
Within one year
   18       18       18       8       7       18       26       25       36
Between one and two years
   17       17       17       8       7       7       25       24       24
Between two and three years
   17       16       16       7       7       6       24       23       22
Between three and four years
   17       16       16       7       6       6       24       22       22
Between four and five years
   -       15       15       7       6       6       7       21       21
After five years
   -       -       15       48       47       41       48       47       56
   69       82       97       85       80       84       154       162       181
~~CRH    155~~
Total contracted payments disclosed above include commitments of~~Consolidated Financial Statements~~€
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~Scheme liabilities~~
~~The major long-term assumptions used by the Group's actuaries in the computation of scheme liabilities as at 31 December 2011, 31 December 2010 and 31 December 2009 are as follows:~~

Eurozone
Britain and
Northern Ireland
Switzerland United States

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%

Rate of increase in:

- salaries
4.00    4.00    4.00    4.00    4.40    4.50    2.25    2.25    2.25    3.50    3.50    3.50
- pensions in payment
2.00    2.00    2.00    3.00-3.40    3.40-3.70    3.50-3.70    0.25    0.25    0.50    -    -    -
Inflation
2.00    2.00    2.00    3.00    3.40    3.50    1.25    1.50    1.50    2.00    2.00    2.00
Discount rate
5.00    5.45    6.00    4.70    5.30    5.75    2.35    2.85    3.25    4.60    5.40    5.75
Medical cost trend rate
5.25    5.25    5.25    n/a    n/a    n/a    n/a    n/a    n/a    7.00    7.50    9.50
The mortality assumptions employed in determining the present value of scheme liabilities under IAS 19 are in accordance with the underlying funding valuations and represented actuarial best practice in the relevant jurisdictions taking account of mortality experience and industry circumstances. With regard to the most material of the Group's schemes, the future life expectations factored into the relevant valuations based on retirement at 65 ~~years of age for current and future retirees, are as follows:~~

   Republic of
Ireland    Britain and
Northern Ireland    Switzerland
      2011    2010    2009    2011    2010    2009    2011    2010    2009
Current retirees

- male
   22.5       20.9       20.7       22.7       22.9       22.7       19.6       18.7       18.5
- female
   24.1       23.9       23.8       25.3       25.6       25.5       21.9       22.3       22.0
Future retirees

- male
   25.3       22.1       21.8       24.1       24.6       24.5       19.6       18.7       18.5
- female
   26.5       25.0       24.8       26.7       27.3       27.2       21.9       22.3       22.0
~~The above data allow for future improvements in life expectancy.~~
~~Scheme assets~~
The long-term rates of return expected at 31 December 2011, 31 December 2010 and 31 December 2009, determined in conjunction with the Group's actuaries and analysed by class of investment, are as follows:

   Eurozone    Britain and
Northern Ireland    Switzerland    United States

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%

2011
%

2010
%

2009
%


Equities
   7.50       7.50       8.00       7.50       7.50       8.00       6.05       6.35       6.75       7.50       7.50       8.00
Bonds
   3.50       4.00       4.50       4.00       4.50       5.00       2.05       2.35       2.75       4.00       5.00       5.50
Property
   6.50       6.50       7.00       6.50       6.50       7.00       4.75       4.75       4.75       6.50       6.50       7.00
Other
   1.00       2.50       2.50       1.00       2.50       2.50       1.50       1.75       2.50       1.00       2.50       2.50
~~The methodology applied~~million in relation to the expected return on equities is driven by prevailing risk-free rates in the four jurisdictions listed and the application of an equity risk premium (which varies by country) to those rates. The differences between the expected return on bonds and the yields used to discount the liabilities in each of the four jurisdictions listed are attributable to the fact that the bond assetsschemes reclassified as held by many of the Group's schemes comprise an amalgam of government and corporate bonds. The property and "other" (largely cash holdings) components of the asset portfolio are not significant. In all cases, the reasonableness of the assumed rates of return is assessed by reference to actual and target asset allocations in the long-term and the Group's overall investment strategy as articulated to the trustees of the various defined benefit pension schemes in operation.
~~156    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~(a) Impact on Consolidated Income Statement~~
The total expense charged to the Consolidated Income Statement in respect of defined contribution and defined benefit pension schemes, post-retirement healthcare obligations and long-term service commitments is as follows:

      2011
€m    2010
€m    2009
€m
Total defined contribution expense
   134       125       139
Defined benefit

Pension schemes (funded and unfunded)
   24       48       39
Long-term service commitments (unfunded)
   -       -       1
Total defined benefit expense
   24       48       40
Total expense in Consolidated Income Statement
   158       173       179
~~At year-end 2011,~~€~~40 million (2010:~~€~~33 million) was included in other payables in respect of defined contribution pension liabilities.~~
~~Analysis of defined benefit expense~~
The total defined benefit expense (comprising funded and unfunded defined benefit pension schemes and unfunded post-retirement healthcare obligations and long-term service commitments) is analysed as follows:

Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m 2011
€m 2010
€m 2009
€m
Charged in arriving at Group profit before finance costs:
Current service cost
11    12    13    14    13    8    21    18    17    1    1    6    47    44    44
Past service cost (2 ) 2    11    -    -    -    1    -    -    -    -    1    (1 ) 2    12
Profit on disposal (note 5)
-    -    -    -    -    -    -    (5 ) -    -    -    -    -    (5 ) -
Settlement/curtailment (gain)/loss
(13 ) (1 ) -    (15 ) (3 ) (1 ) (1 ) -    -    -    1    (23 ) (29 ) (3 ) (24 )
Subtotal
(4 ) 13    24    (1 ) 10    7    21    13    17    1    2    (16 ) 17    38    32
Included in finance revenue and finance costs respectively:
Expected return on scheme assets
(33 ) (37 ) (35 ) (30 ) (27 ) (23 ) (23 ) (22 ) (20 ) (10 ) (10 ) (9 ) (96 ) (96 ) (87 )
Interest cost on scheme liabilities
44    47    42    30    31    24    18    17    17    11    11    12    103    106    95
Subtotal
11    10    7    -    4    1    (5 ) (5 ) (3 ) 1    1    3    7    10    8
Net charge to Consolidated Income Statement 7    23    31    (1 ) 14    8    16    8    14    2    3    (13 ) 24    48    40
Actual return on pension scheme assets (24 ) 50    70    12    45    63    5    16    45    (1 ) 18    22    (8 ) 129    200
~~During 2011, the Group implemented changes to the terms of a number of its defined benefit pension schemes in Britain, the Eurozone and Switzerland giving rise to a gain of~~€~~29 million in the Consolidated Income Statement.~~
~~Based on the assumptions employed~~ for the valuation of assets and liabilities at year-end 2011, the net charge in the 2012 Consolidated Income Statement is anticipated to exhibit an increase from the 2011 figure at constant exchange rates.
~~CRH    157~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~No reimbursement rights have been recognised as assets in accordance with IAS 19~~~~Employee Benefits~~.
~~(b) Impact on Consolidated Balance Sheet~~
The net pension liability (comprising funded and unfunded defined benefit pension schemes and unfunded post-retirement healthcare obligations and long-term service commitments) as at 31 December 2011 and 31 December 2010 is analysed as follows:

Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m
Equities
323    357    254    261    190    167    96    101    863    886
Bonds
196    198    225    154    240    253    58    52    719    657
Property
31    32    37    16    129    109    -    -    197    157
Other
16    23    9    9    69    77    5    6    99    115
Bid value of assets
566    610    525    440    628    606    159    159    1,878    1,815
Actuarial value of liabilities (present value) (926 ) (844 ) (652 ) (594 ) (715 ) (635 ) (249 ) (216 ) (2,542 ) (2,289 )
Recoverable deficit in schemes (360 ) (234 ) (127 ) (154 ) (87 ) (29 ) (90 ) (57 ) (664 ) (474 )
Related deferred income tax asset 54    37    33    43    17    6    36    22    140    108
Net pension liability
(306 ) (197 ) (94 ) (111 ) (70 ) (23 ) (54 ) (35 ) (524 ) (366 )
Split of asset values
%    %    %    %    %    %    %    %    %    %
Equities
57.1    58.5    48.4    59.3    30.3    27.6    60.4    63.5    45.9    48.8
Bonds
34.6    32.5    42.9    35.0    38.2    41.7    36.5    32.7    38.3    36.2
Property
5.5    5.2    7.0    3.7    20.5    18.0    -    -    10.5    8.7
Other
2.8    3.8    1.7    2.0    11.0    12.7    3.1    3.8    5.3    6.3
Total
100    100    100    100    100    100    100    100    100    100
~~The asset values above include~~€~~1 million in respect of investment in Ordinary Shares of the Company (CRH plc) as at 31 December 2011 (2010:~~€~~1 million).~~
~~158    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~An increase of 25 basis points in the rate of return on scheme assets would have increased scheme assets by~~€~~5 million and hence reduced the pension deficit before deferred tax to~~€~~659 million.~~

   Eurozone Britain and
Northern Ireland Switzerland United States Total Group
      2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m
Analysis of liabilities - funded and unfunded

Funded defined benefit pension schemes    (876 ) (795 ) (652 ) (594 ) (710 ) (630 ) (236 ) (203 ) (2,474 ) (2,222 )
Unfunded defined benefit pension schemes    (36 ) (33 ) -    -    -    -    (6 ) (6 ) (42 ) (39 )
Total - defined benefit pension schemes    (912 ) (828 ) (652 ) (594 ) (710 ) (630 ) (242 ) (209 ) (2,516 ) (2,261 )
Post-retirement healthcare obligations (unfunded)    (7 ) (8 ) -    -    -    -    (7 ) (7 ) (14 ) (15 )
Long-term service commitments (unfunded)    (7 ) (8 ) -    -    (5 ) (5 ) -    -    (12 ) (13 )
Actuarial value of liabilities (present value)    (926 ) (844 ) (652 ) (594 ) (715 ) (635 ) (249 ) (216 ) (2,542 ) (2,289 )
~~The impact of a reduction of 25 basis points in the discount rates applied would be as follows (with a corresponding increase in discount rates being inversely proportional):~~

Revised discount rate
   4.75    5.20    4.45    5.05    2.10    2.60    4.35    5.15    n/a    n/a
Revised liabilities figure
   (960 ) (876 ) (687 ) (625 ) (746 ) (658 ) (258 ) (223 ) (2,651 ) (2,382 )
~~Post-retirement healthcare benefits - sensitivity analysis on key actuarial assumptions~~
~~The impact of the sensitivity analysis on the key actuarial assumptions employed in the valuation of post-retirement healthcare benefits as required under IAS 19~~~~Employee Benefits~~ ~~is not material to the Group with materiality defined in the context of the year-end 2011 financial statements.~~
~~History of scheme assets, liabilities and actuarial gains and losses~~

      2011
€m 2010
€m 2009
€m 2008
€m 2007
€m
Bid value of assets
   1,878    1,815    1,605    1,414    1,846
Actuarial value of liabilities (present value)
   (2,542 ) (2,289 ) (2,059 ) (1,828 ) (1,931 )
Asset limit adjustment
   -    -    -    -    (10 )
Recoverable deficit
   (664 ) (474 ) (454 ) (414 ) (95 )
Actual return less expected return on scheme assets
   (104 ) 33    113    (477 ) (61 )
% of scheme assets
   (5.5% ) 1.8%    7.0%    (33.7% ) (3.3% )
Experience gain/(loss) arising on scheme liabilities (present value)    31    36    (13 ) (15 ) (25 )
% of scheme liabilities (present value)
   (1.2% ) (1.6% ) 0.6%    0.8%    1.3%
~~CRH    159~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~Analysis of amounts recognised in the Consolidated Statement of Comprehensive Income~~

Eurozone Britain and
Northern Ireland Switzerland
United States

Total Group


2011
€m
2010
€m 2009
€m 2011
€€m 2010
€€m 2009
€m 2011
€€m 2010
€€m 2009
€€m 2011
€m 2010
€€m 2009
€€m 2011
€€m 2010
€€m 2009
€€m
Actual return less expected return on scheme assets (57 ) 13    35    (18 ) 18    40    (18 ) (6 ) 25    (11 ) 8    13    (104 ) 33    113
Experience gain/(loss) arising on scheme liabilities (present value) 23    31    (12 ) 4    2    (5 ) 5    1    7    (1 ) 2    (3 ) 31    36    (13 )
Assumptions loss arising on scheme liabilities (present value) (102 ) (50 ) (21 ) (33 ) (27 ) (117 ) (48 ) (16 ) (17 ) (22 ) (9 ) (12 ) (205 ) (102 ) (167 )
Actuarial (loss)/gain recognised (136 ) (6 ) 2    (47 ) (7 ) (82 ) (61 ) (21 ) 15    (34 ) 1    (2 ) (278 ) (33 ) (67 )
Actuarial gains and losses recognised in the Consolidated Statement of Comprehensive Income
Actual return less expected return on scheme assets (57 ) 13    35    (18 ) 18    40    (18 ) (6 ) 25    (11 ) 8    13    (104 ) 33    113
% of scheme assets (10.1% ) 2.1%    6.0%    (3.4% ) 4.1%    10.4%    (2.9% ) (1.0% ) 5.0%    (6.9% ) 5.0%    9.8%    (5.5% ) 1.8%    7.0%
Experience gain/(loss) arising on scheme liabilities (present value) 23    31    (12 ) 4    2    (5 ) 5    1    7    (1 ) 2    (3 ) 31    36    (13 )
% of scheme liabilities (present value) (2.5% ) (3.7% ) 1.5%    (0.6% ) (0.3% ) (0.9% ) (0.7% ) (0.2% ) (1.3% ) 0.4%    (0.9% ) 1.6%    (1.2% ) (1.6% ) 0.6%
Actuarial (loss)/gain recognised (136 ) (6 ) 2    (47 ) (7 ) (82 ) (61 ) (21 ) 15    (34 ) 1    (2 ) (278 ) (33 ) (67 )
% of scheme liabilities (present value) 14.7%    0.7%    (0.2% ) 7.2%    1.2%    15.4%    8.5%    3.3%    (2.9% ) 13.7%    (0.5% ) 1.0%    10.9%    1.4%    3.3%
~~160    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~28. Retirement Benefit Obligations~~~~continued~~
~~Since transition to IFRS on 1 January 2004, the cumulative actuarial loss recognised in the Consolidated Statement of Comprehensive Income amounts to~~€~~617 million (2010:~~€~~339 million).~~
~~Reconciliation of scheme assets (bid value)~~

Eurozone Britain and
Northern Ireland Switzerland United States Total Group
   2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m 2011
€m 2010
€m
At 1 January
610    584    440    384    606    504    159    133    1,815    1,605
Movement in year

Translation adjustment
-    -    16    12    17    94    5    10    38    116
Arising on acquisition (note 31) 3    -    -    -    -    26    -    -    3    26
Disposals
-    -    -    -    -    (38 ) -    -    -    (38 )
Settlement
-    (10 ) (3 ) (8 ) -    -    -    -    (3 ) (18 )
Employer contributions paid 17    27    77    22    20    21    5    8    119    78
Contributions paid by plan participants 3    4    -    1    12    11    -    -    15    16
Benefit payments
(43 ) (45 ) (17 ) (16 ) (32 ) (28 ) (9 ) (10 ) (101 ) (99 )
Actual return on scheme assets (24 ) 50    12    45    5    16    (1 ) 18    (8 ) 129
At 31 December
566    610    525    440    628    606    159    159    1,878    1,815
Reconciliation of actuarial value of liabilities


At 1 January
(844 ) (814 ) (594 ) (534 ) (635 ) (519 ) (216 ) (192 ) (2,289 ) (2,059 )
Movement in year

Translation adjustment
-    -    (20 ) (17 ) (18 ) (99 ) (7 ) (14 ) (45 ) (130 )
Arising on acquisition (note 31) (3 ) (2 ) -    -    -    (27 ) -    -    (3 ) (29 )
Disposals
-    -    -    -    -    43    -    -    -    43
Current service cost
(11 ) (12 ) (14 ) (13 ) (21 ) (18 ) (1 ) (1 ) (47 ) (44 )
Contributions paid by plan participants (3 ) (4 ) -    (1 ) (12 ) (11 ) -    -    (15 ) (16 )
Benefit payments
43    45    17    16    32    28    9    10    101    99
Past service cost 2    (2 ) -    -    (1 ) -    -    -    1    (2 )
Interest cost on scheme liabilities (44 ) (47 ) (30 ) (31 ) (18 ) (17 ) (11 ) (11 ) (103 ) (106 )
Actuarial gain/(loss) arising on:
—experience variations
23    31    4    2    5    1    (1 ) 2    31    36
—changes in assumptions (102 ) (50 ) (33 ) (27 ) (48 ) (16 ) (22 ) (9 ) (205 ) (102 )
Settlement/curtailment
13    11    18    11    1    -    -    (1 ) 32    21
At 31 December
(926 ) (844 ) (652 ) (594 ) (715 ) (635 ) (249 ) (216 ) (2,542 ) (2,289 )
sale. Employer contributions payable in the ~~2012~~2015 financial year including minimum funding payments (expressed using year-end exchange rates for ~~2011)~~2014) are estimated at€~~98 million. The difference between the actual employer contributions paid~~191 million of which€~~119~~96 million ~~in 2011~~relates to schemes reclassified as held for sale.
Average duration and ~~the expectation of~~€52 million included in the 2010 Annual Report is largely attributable to accelerated funding requirements in certain of the Group's schemes which could not have been anticipated at the time of preparation of the year-end 2010 financial statements. Employer contributions are reflected in the reconciliation of scheme ~~assets as paid.~~composition

   Eurozone    Britain and
Northern Ireland    Switzerland    United States
      2014    2013    2012    2014    2013    2012    2014    2013    2012    2014    2013    2012
Average duration of defined benefit obligation (years)    16.0       15.9       16.9       17.5       18.1       20.8       16.0       16.0       16.0       12.0       13.3       13.2
Allocation of defined benefit obligation by participant:
Active plan participants
   37%       39%       40%       27%       27%       28%       85%       86%       87%       35%       36%       38%
Deferred plan participants
   21%       20%       20%       34%       34%       34%       -       -       -       30%       30%       30%
Retirees
   42%       41%       40%       39%       39%       38%       15%       14%       13%       35%       34%       32%
~~CRH    161~~
CRH      179
~~Consolidated Financial Statements~~

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~29.~~28. Share Capital and Reserves

Equity Share Capital 2014 2013

Ordinary
Shares of
€0.32 each (i)

Income
Shares of
€0.02 each (ii)

Ordinary
Shares of
€0.32 each (i)

Income
Shares of
€0.02 each (ii)

2011 2010
Equity Share Capital Ordinary
Shares of
€0.32 each
(i) Income
Shares of
€0.02 each
(ii)    Ordinary
Shares of
€0.32 each
(i) Income
Shares of
€0.02 each
(ii)
Authorised

At 1 January 2011 and 31 December 2011 (€m)
320    20 320    20
Number of Shares at 1 January 2011 and 31 December 2011 (‘000s) 1,000,000    1,000,000 1,000,000    1,000,000
At 1 January 2014 and 31 December 2014 (€m) 320    20    320    20
Number of Shares at 1 January 2014 and 31 December 2014 (‘000s) 1,000,000    1,000,000    1,000,000    1,000,000
Allotted, called-up and fully paid

At 1 January (€m)
230    14 227    14    237    14    235    14
Issue of scrip shares in lieu of cash dividends (iii)
3    - 3    -    2    -    2    -
At 31 December (€m)
233    14 230    14    239    14    237    14
The movement in the number of shares (expressed in ‘000s) during the financial year was as follows: The movement in the number of shares (expressed in ‘000s) during the financial year was as follows:
At 1 January
718,508    718,508 710,485    710,485    739,231    739,231    733,821    733,821
Issue of scrip shares in lieu of cash dividends (iii)
9,389    9,389 8,023    8,023    5,294    5,294    5,410    5,410
At 31 December
727,897    727,897 718,508    718,508    744,525    744,525    739,231    739,231

(i)
The Ordinary Shares represent ~~93.67%~~93.68% of the total issued share capital.

(ii)
The Income Shares, which represent 5.85% of the total issued share capital, were created on 29 August 1988 for the express purpose of giving shareholders the choice of receiving dividends on either their Ordinary Shares or on their Income Shares (by notice of election to the Company). The Income Shares carried a different tax credit to the Ordinary Shares. The creation of the Income Shares was achieved by the allotment of fully paid Income Shares to each shareholder equal to his/her holding of Ordinary Shares but the shareholder is not entitled to an Income Share certificate, as a certificate for Ordinary Shares is deemed to include an equal number of Income Shares and a shareholder may only sell, transfer or transmit Income Shares with an equivalent number of Ordinary Shares. Income Shares carry no voting rights. Due to changes in Irish tax legislation since the creation of the Income Shares, dividends on the Company’s shares no longer carry a tax credit. As elections made by shareholders to receive dividends on their holding of Income Shares were no longer relevant, the Articles of Association were amended on 8 May 2002 to cancel such elections.
Share schemes
The aggregate number of shares which may be committed for issue in respect of ~~the~~any share option ~~schemes, the~~scheme, savings-related share option ~~schemes, the~~scheme, share participation ~~schemes and~~scheme, performance share plan or any subsequent option scheme or share ~~option schemes,~~plan, may not exceed 10% of the issued ~~Ordinary~~ordinary share capital from time to time.
Share option schemes
Details of share options granted under the Company’s share option schemes and ~~savings-related share option schemes and~~ the terms attaching thereto are provided in note 87 to the financial statements and on ~~pages 86 to 89~~page 112 of the ~~Report on~~ Directors’ ~~Remuneration.~~Remuneration Report.

   Number of Shares
      2011    2010
Options exercised during the year (satisfied by the reissue of Treasury Shares)
   248,806       2,680,751
   Number of Shares
      2014    2013
Options exercised during the year (satisfied by the reissue of Treasury Shares)
   1,307,406           1,310,187
Share participation schemes
As at 31 December ~~2011, 7,118,587 (2010: 7,079,443)~~2014, 7,509,125 (2013: 7,386,047) Ordinary Shares had been appropriated to participation schemes. In the financial year ended 31 December ~~2011,~~2014, the appropriation of ~~39,144~~123,078 shares was satisfied by the reissue of Treasury Shares ~~(2010: 300,974)~~(2013: 113,415). The Ordinary Shares appropriated pursuant to these schemes were issued at market value on the dates of appropriation. The shares issued pursuant to these schemes are excluded from the scope of IFRS 2Share-based Payment and are hence not factored into the expense computation and the associated disclosures in note 8.7.
~~162    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~29. Share Capital and Reserves~~~~continued~~
Performance Share Plan
~~In accordance with~~During the ~~terms of the Performance Share Plan (see note 8),~~year, 742,604 Ordinary Shares ~~have been purchased~~were acquired by the Employee Benefit Trust by way of the reissue of Treasury Shares by CRH plc to satisfy the release of shares in respect of the 2011 award under the 2006 Performance Share Plan.
Restricted Share Plan
During 2013, the Employee Benefit Trust purchased 391,250 shares on behalf of CRH ~~plc. The number~~plc in respect of ~~these shares held as at~~awards under the ~~balance sheet date was as follows:~~2013 Restricted Share Plan. There were no such purchases in 2014.

Number of Shares
   2011 2010
At 1 January
163,226    462,753
Released by the Employee Benefit Trust to the participants of the Performance Share Plan* (163,226 ) (299,527 )
At 31 December
-    163,226
The nominal value of own shares, on which dividends have been waived by the Trustees of the ~~Performance~~2013 Restricted Share Plan, amounted to€~~nil~~0.1 million at 31 December ~~2011 (2010:~~2014 (2013:€~~0.06~~0.1 million).
* In addition to the 163,226 Ordinary Shares referred to above, a further 150,330 Ordinary Shares were acquired by the Employee Benefit Trust by way of the reissue of Treasury Shares by CRH plc to satisfy the release of shares in respect of the 2008 award under the Performance Share Plan.
(iii) Issue of scrip shares in lieu of cash ~~dividends~~dividends:
   Number of Shares    Price per Share
      2014    2013    2012       2014    2013    2012
May 2014 - Final 2013 dividend (2013: Final 2012 dividend; 2012: Final 2011 dividend)    4,081,636       2,011,165       2,653,368       € 20.99       € 17.01       € 15.40
October 2014 - Interim 2014 dividend (2013: Interim 2013 dividend; 2012: Interim 2012 dividend)    1,212,700       3,398,992       3,270,169       € 17.81       € 15.79       € 14.27
Total    5,294,336       5,410,157       5,923,537

Number of Shares Price per Share
   2011 2010 2009 2011 2010 2009
May 2011 - Final 2010 dividend (2010: Final 2009 dividend; 2009: Final 2008 dividend) 6,950,139    7,308,591    6,588,110    € 15.35    € 17.86    € 13.83
October 2011 - Interim 2011 dividend (2010: Interim 2010 dividend; 2009: Interim 2009 dividend) 2,438,854    714,402    3,307,480    € 11.50    € 12.76    € 17.20
Total
9,388,993    8,022,993    9,895,590
180      CRH
28. Share Capital and Reserves|continued

   5% Cumulative    7% ‘A’ Cumulative
   Preference Shares of    Preference Shares of
Preference Share Capital    5% Cumulative
Preference Shares
of€1.27 each(iv)    7% 'A' Cumulative
Preference Shares
of€1.27 each(v)    €1.27 each(iv)    €1.27 each(v)
   Number
of Shares
('000s)    €m    Number
of Shares
('000s)    €m    Number of       Number of
           Shares ‘000s               €m            Shares ‘000s               €m
Authorised

At 1 January 2011 and 31 December 2011
   150       -       872       1
At 1 January 2014 and 31 December 2014
   150       -       872       1
Allotted, called-up and fully paid

At 1 January 2011 and 31 December 2011
   50       -       872       1
At 1 January 2014 and 31 December 2014
   50       -       872       1
There was no movement in the number of cumulative preference shares in either the current or the prior year.

(iv)
The holders of the 5% Cumulative Preference Shares are entitled to a fixed cumulative preference dividend at a rate of 5% per annum and priority in a winding-up to repayment of capital, but have no further right to participate in profits or assets and are not entitled to be present or vote at general meetings unless their dividend is in arrears. Dividends on the 5% Cumulative Preference Shares are payable half-yearly on 15 April and 15 October in each year. The 5% Cumulative Preference Shares represent 0.03% of the total issued share capital.

(v)
The holders of the 7% ‘A’ Cumulative Preference Shares are entitled to a fixed cumulative preference dividend at a rate of 7% per annum, and subject to the rights of the holders of the 5% Cumulative Preference Shares, priority in a winding-up to repayment of capital, but have no further right to participate in profits or assets and are not entitled to be present or vote at general meetings unless their dividend is in arrears or unless the business of the meeting includes certain matters, which are specified in the Articles of Association. Dividends on the 7% ‘A’ Cumulative Preference Shares are payable half-yearly on 5 April and 5 October in each year. The 7% ~~‘A'~~‘A’ Cumulative Preference Shares represent ~~0.45%~~0.44% of the total issued share capital.

~~CRH    163~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
Treasury Shares/own shares
2014
€m

        2013
€m

At 1 January
   (118 )    (146 )
Treasury Shares/own shares reissued
   42       34
Shares acquired by Employee Benefit Trust (own shares)
   -       (6 )
At 31 December
   (76 )    (118 )
As at the balance sheet date, the total number of Treasury Shares held was 3,775,455 (2013: 5,951,104); the nominal value of these shares was€1 million (2013:€2 million). During the year ended 31 December 2014, 1,430,484 (2013: 1,423,602) shares were reissued to satisfy exercises and appropriations under the Group’s share option and share participation schemes and 2,561 (2013: nil) shares were reissued to satisfy deferred share awards. In addition, 742,604 (2013: nil) shares were reissued to the CRH plc Employee Benefit Trust in connection with the release of the award under the 2006 Performance Share Plan. These reissued Treasury Shares were previously purchased at an average price of€19.40 (2013:€24.08). No Treasury Shares were purchased during 2014 or 2013.
Reconciliation of shares issued to net proceeds

    2014
€m

        2013
€m

        2012
€m

Shares issued at nominal amount:

- scrip shares issued in lieu of cash dividends
2    2       2
Premium on shares issued
105    86       86
Total value of shares issued
107    88       88
Issue of scrip shares in lieu of cash dividends (note 11)
(107 ) (88 )    (88 )
Net proceeds from issue of shares
-    -       -
Share Premium
2014
€m

2013
€m

At 1 January
4,219       4,133
Premium arising on shares issued
105       86
At 31 December
4,324       4,219

29. ~~Share Capital and Reserves~~~~continued~~
~~Treasury Shares/own shares~~


2011
€m

2010
€m


At 1 January
   (199 ) (279 )
Treasury/own shares reissued
   16    80
At 31 December
   (183 ) (199 )
~~As at the balance sheet date, the total number of Treasury Shares held was 8,919,195 (2010: 9,357,475); the nominal value of these shares was~~€~~3 million (2010:~~€3 million). During the year ended 31 December 2011, 287,950 shares were reissued (2010: 2,981,725) to satisfy exercises and appropriations under the Group's share option and share participation schemes (see above). In addition, 150,330 shares were reissued to the CRH plc Employee Benefit Trust in connection with the release of the award under the Performance Share Plan (see above). These reissued Treasury Shares were previously purchased at an average price of€~~24.17 (2010:~~€~~23.87). No Treasury Shares were purchased during the year ended 31 December 2011 (2010: nil).~~
~~Reconciliation of shares issued to proceeds shown in the Consolidated Statement of Cash Flows~~

      2011
€m 2010
€m 2009
€m
Shares issued at nominal amount:

- shares issued in respect of Rights Issue
   -    -    52
- scrip shares issued in lieu of cash dividends
   3    3    3
Premium on shares issued
   132    137    1,370
Total value of shares issued
   135    140    1,425
Issue of scrip shares in lieu of cash dividends (note 12)
   (135 ) (140 ) (148 )
Proceeds from issue of shares
   -    -    1,277
Expenses paid in respect of share issues
   -    -    (40 )
Net proceeds from issue of shares - Consolidated Statement of Cash Flows
   -    -    1,237
~~Share Premium~~


2011
€m

2010
€m


At 1 January
   3,915       3,778
Premium arising on shares issued
   132       137
At 31 December
   4,047       3,915
~~164    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~30.~~ Commitments under Operating and Finance Leases
Operating leases
Future minimum rentals payable under non-cancellable operating leases at 31 December are as follows:

2014
€m

        2013
€m

        2012
€m

Within one year
   310       301       270
After one year but not more than five years
   663       596       653
More than five years
   417       357       398
   1,390         1,254         1,321
Total operating lease commitments disclosed above include commitments of€54 million in relation to businesses classified as held for sale.

      2011
€m    2010
€m    2009
€m
Within one year
   251       257       230
After one year but not more than five years
   615       595       506
More than five years
   384       415       358
   1,250       1,267       1,094
Finance leases
Future minimum lease payments under finance leases are not material for the Group.

CRH      181

~~31.~~30. Business Combinations ~~and Acquisitions of Joint Ventures~~
The principal acquisitions completed during the year ended 31 December ~~2011~~2014 by reportable segment, together with the completion dates, are detailed below; these transactions entailed the acquisition of an effective 100% stake except where indicated to the ~~contrary below:~~contrary:
Europe ~~Materials:~~Heavyside:~~Belgium~~Denmark: ~~VVM Group (2 August);~~~~Finland~~~~: Karvian Betoni and Kauhajoen Valmisbetoni (24 October);~~~~Portugal~~~~: Lafarge Portugal aggregates and readymixed~~ selected assets of a precast concrete business ~~(49%~~(11 August);Ireland: selected assets of Cemex Ireland (31 August).
Europe Distribution: Belgium: Heumatop (24 March), ~~JV, 30~~Costermans (2 July) and Van Den Broeck (17 July);France: assets of two Toute Faire Materiaux branches (1 April);the Netherlands: Hoogeveen branch of Kroon Bouwcenter (9 April).
Americas Materials: Iowa: Shipley Contracting asphalt plant and paving assets (6 June);~~Ukraine~~Kentucky:~~: Lviv Beton (23 May) and Odessa Cement (51%, 21 December).~~
~~Europe Products:~~~~Australia~~~~: Unicon (18 March);~~~~Belgium~~~~: Juma (25 January);~~~~France~~~~: Poussard (1 July);~~~~the~~~~Netherlands~~~~: Hylas (30 March).~~
~~Europe Distribution:~~~~Belgium~~~~: Sani Perfect (75%, 28 January), Sanibel (21 November) and Schrauwen (20 December);~~~~France~~~~: Ploton (45%, JV, 1 February);~~~~the~~~~Netherlands~~: selected assets of ~~the De Jong group (28~~MAC Construction & Excavating (5 November).
~~Americas Materials:~~~~Colorado~~~~: Isgar Reserves (16 August)~~;~~Michigan~~Maine:~~: National Asphalt Products (50%, 4 May);~~~~Minnesota~~~~: New Ulm Quartzite Quarries (22 July);~~~~Mississippi~~~~: JJ Ferguson (15 February);~~~~Missouri~~~~: Everett Quarries (15 July);~~~~New Hampshire~~~~: Columbia Sand & Gravel (27 May);~~~~New Jersey~~~~: North Bergen Companies (1 August);~~~~New Mexico~~~~: readymixed concrete~~ Marriner quarry (10 April) and ~~sand & gravel~~selected assets of ~~Sky Ute (15 April, also Colorado)~~Lane Construction (26 September);~~Ohio~~Texas:~~: Sidwell reserves (18 January) and Cunningham Asphalt and Paving (30 December);~~~~Oklahoma~~~~: limestone reserves in Tulsa (24 October);~~~~Pennsylvania~~~~: Powers Stone (18 November);~~~~Texas~~: selected assets of ~~Austin Reclaimed Materials and Shumaker Enterprises (4 February), Ironhorse Concrete (3 June) and Lindsey Contractors (4 November)~~Capitol Aggregates (6 May);~~Utah~~Virginia:~~: Marriott~~ Kendrick reserves ~~(4 February)~~(6 August);~~Virginia~~Washington:~~: Piedmont JV (50%, 8 April) and Southside Materials JV (50%, 29 April)~~ asphalt assets of Eucon Corporation in Spokane (15 December);West ~~Virginia~~Virginia:~~: Central Supply (30 September)~~ assets of Yellowstar Materials (7 January).
Americas ~~Products:~~Products:~~Québec~~ California:~~: Transpavé (3~~ assets of Kristar Enterprises (6 January);North and South Carolina: concrete pipe assets of MC Precast (19 May);~~Florida~~Iowa:~~: Duratek Precast Structures (13 April);~~~~Indiana~~~~: Rogers Block (22 July);~~~~Massachusetts~~~~: Outdoor World (15 December).~~
~~Americas Distribution:~~~~Georgia~~~~: American Wholesale Building Supply (14~~ Thermomass (10 September);~~Hawaii~~Texas:~~: Pacific Source (13 September);~~~~Michigan~~~~: Astro Building~~ assets of Hope Agri Products ~~(22 June);~~~~Minnesota~~~~: United Products~~(20 February, also Arkansas, Louisiana and Oklahoma) and assets of Ashley Concrete (19 ~~December, also Nebraska, North Dakota, South Dakota and Wisconsin);~~~~Pennsylvania~~~~: Ivan Supply (27 October);~~~~Texas~~~~: Austin Acoustical Materials (24 June)~~May).

~~CRH    165~~
~~Consolidated Financial Statements~~

The identifiable net assets acquired, including adjustments to provisional fair values, were as follows:
2014
€m

2013
€m

2012
€m

Assets

Non-current assets

Property, plant and equipment
     91         342         253
Intangible assets
     16         39         65
Equity accounted investments
     -         2         -
Deferred income tax assets
     -         -         10
Total non-current assets
     107         383         328
Current assets

Inventories
     23         41         98
Trade and other receivables (i)
     20         53         103
Cash and cash equivalents
     1         11         19
Total current assets
     44         105         220
Liabilities

Trade and other payables
     (17 )      (80 )      (57 )
Provisions for liabilities (stated at net present cost)
     (1 )      (14 )      (1 )
Interest-bearing loans and borrowings and finance leases
     (7 )      (44 )      (42 )
Current income tax liabilities
     -         -         (3 )
Deferred income tax liabilities
     (2 )      (8 )      (19 )
Total liabilities
     (27 )      (146 )      (122 )
Total identifiable net assets at fair value
     124         342         426
Goodwill arising on acquisition (ii)
     31         169         162
Excess of fair value of identifiable net assets over consideration paid (ii)
     -         (2 )      -
Non-controlling interests*
     -         (1 )      -
Total consideration
     155         508         588
Consideration satisfied by:

Cash payments
     152         347         437
Asset exchange (note 4)
     -         144         -
Deferred consideration (stated at net present cost)
     1         4         75
Contingent consideration (iii)
     2         13         76
Total consideration
     155         508         588
* Measured at the non-controlling interests’ proportionate share of the acquiree’s identifiable net assets.


Net cash outflow arising on acquisition

Cash consideration
     152         347         437
Less: cash and cash equivalents acquired
     (1 )      (11 )      (19 )
Total
     151         336         418

182      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~31.~~30. Business Combinations ~~and Acquisitions of Joint Ventures~~|continued
~~The identifiable net assets acquired, including adjustments to provisional fair values, were as follows:~~


2011
€m

2010
€m

2009
€m

Assets

Non-current assets

Property, plant and equipment
   339    321    110
Intangible assets
   29    45    2
Investments in associates
   -    4    -
Other financial assets
   -    2    -
Deferred income tax assets
   2    1    4
Total non-current assets
   370    373    116
Current assets

Inventories
   53    92    11
Trade and other receivables (i)
   62    80    22
Cash and cash equivalents
   24    33    4
Total current assets
   139    205    37
Liabilities

Non-current liabilities

Deferred income tax liabilities
   (29 ) (29 ) (2 )
Retirement benefit obligations
   -    (3 ) -
Provisions for liabilities (stated at net present cost)
   (14 ) (6 ) (1 )
Non-current interest-bearing loans and borrowings and finance leases
   (33 ) (10 ) (2 )
Total non-current liabilities
   (76 ) (48 ) (5 )
Current liabilities

Trade and other payables
   (49 ) (64 ) (14 )
Current income tax liabilities
   -    (6 ) -
Provisions for liabilities (stated at net present cost)
   (1 ) (1 ) -
Current interest-bearing loans and borrowings and finance leases
   (14 ) (27 ) (1 )
Total current liabilities
   (64 ) (98 ) (15 )
Total identifiable net assets at fair value
   369    432    133
Goodwill arising on acquisition (ii)
   207    82    64
Excess of fair value of identifiable net assets over consideration paid (ii)
   (5 ) -    -
Non-controlling interests*
   2    (6 ) (4 )
Associate becoming a subsidiary
   -    -    (7 )
Total consideration
   573    508    186
Consideration satisfied by:

Cash payments
   531    469    178
Deferred consideration (stated at net present cost)
   14    26    7
Contingent consideration (iii)
   28    (3 ) 1
   573    492    186
Profit on step acquisition
   -    16    -
Total consideration
   573    508    186
* Measured at the non-controlling interests' proportionate share of the acquiree's identifiable net assets.

Net cash outflow arising on acquisition

Cash consideration
   531    469    178
Less: cash and cash equivalents acquired
   (24 ) (33 ) (4 )
Total
   507    436    174
~~166    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~31. Business Combinations and Acquisitions of Joint Ventures~~~~continued~~
None of the acquisitions completed during the financial years ~~2011, 2010~~2014, 2013 or ~~2009~~2012 were considered sufficiently material to warrant separate disclosure of the attributable fair values. The initial assignment of fair values to identifiable net assets acquired has been performed on a provisional basis in respect of certain acquisitions; any amendments to these fair values made during the subsequent reporting window (within the measurement period imposed by IFRS 3)3Business Combinations) will be subject to subsequent disclosure.

(i) The gross contractual value of trade and other receivables as at the respective dates of acquisition amounted to€6522 million ~~(2010:~~(2013:€8357 million; 2012:€106 million). The fair value of these receivables is€6220 million (all of which is expected to be recoverable) ~~(2010:~~(2013:€8053 million; 2012:€103 million) and is inclusive of an aggregate allowance for impairment of€32 million ~~(2010:~~(2013:€4 million; 2012:€3 million).

(ii) The principal factor contributing to the recognition of goodwill on acquisitions entered into by the Group is the realisation of cost savings and other synergies with existing entities in the Group which do not qualify for separate recognition as intangible assets. Due to the asset-intensive nature of operations in the Europe Heavyside and Americas Materials business segments, no significant intangible assets are recognised on business combinations in these segments.€8218 million of the goodwill recognised in respect of acquisitions completed in ~~2011~~2014 is expected to be deductible for tax purposes ~~(2010:~~(2013:€4649 million). AnNo excess of fair value of identifiable net assets over consideration of€~~5 million~~ arose during the year ~~and is included in operating income in note 3.~~(2013:€2 million; 2012:€nil million).

(iii) The fair value of contingent consideration recognised ~~at date of acquisition~~ is€282 million ~~arrived at through discounting the expected payment (based on scenario modelling)~~(including adjustments to ~~present value at the respective acquisition dates. In general, in order for contingent consideration to become payable, pre-defined profit and/or profit/net asset ratios must be exceeded.~~prior year acquisitions of€1 million). On an undiscounted basis, the corresponding future payments on current year acquisitions for which the Group may be liable range from€13nil million to a maximum of€531 million. ~~There have been no significant changes in the possible outcomes of contingent consideration recognised on acquisitions completed in 2010.~~
Acquisition-related costs amounting to€32 million ~~(2010:~~(2013:€32 million; 2012:€4 million) have been included in operating costs in the Consolidated Income Statement (note 3)2).
No contingent liabilities were recognised on the acquisitions completed during the financial year or the prior financial years.
~~CRH    167~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~31. Business Combinations and Acquisitions of Joint Ventures~~~~continued~~
The carrying amounts of the assets and liabilities acquired determined in accordance with IFRS before completion of the acquisition, together with the adjustments made to those carrying values to arrive at the fair values disclosed above, were as follows:

Book
values
€m

Fair value
  adjustments
€m

  Accounting
policy
alignments
€m

Adjustments
to provisional
fair values
€m

Fair
        value
€m

Book
values
€m Fair value
adjustments
€m Accounting
policy
alignments
€m Adjustments
to provisional
fair values
€m Fair
value
€m
Non-current assets
221    151    -    (2 ) 370    95    11    -    1    107
Current assets
146    -    (1 ) (6 ) 139    45    (3 ) -    2    44
Non-current liabilities
(56 ) (23 ) -    3    (76 )
Current liabilities
(71 ) -    -    7    (64 )
Non-controlling interests
-    -    -    2    2
Liabilities
(22 ) (2 ) -    (3 ) (27 )
Identifiable net assets acquired
240    128    (1 ) 4    371    118    6    -    -    124
Goodwill arising on acquisition (see ii above)
327    (128 ) 1    2    202
Goodwill arising on acquisition (see (ii) above) 38    (5 ) -    (2 ) 31
Total consideration 567    -    -    6    573    156    1    -    (2 ) 155
The equivalent disclosure for 2010 is as follows:
Non-current assets
251    117    (1 ) 6    373
Current assets
195    8    -    2    205
Non-current liabilities
(50 ) 3    -    (1 ) (48 )
Current liabilities
(84 ) (9 ) -    (5 ) (98 )
Non-controlling interests
(6 ) -    -    -    (6 )
Identifiable net assets acquired
306    119    (1 ) 2    426
Goodwill arising on acquisition
191    (103 ) 1    (7 ) 82
Total consideration (including profit on step acquisition) 497    16    -    (5 ) 508
The equivalent disclosure for 2009 is as follows:

The equivalent disclosure for 2013 is as follows: The equivalent disclosure for 2013 is as follows:
Non-current assets
87    28    -    1    116    257    106    -    20    383
Current assets
37    1    -    (1 ) 37    130    (12 ) (2 ) (11 ) 105
Non-current liabilities
(4 ) (1 ) -    -    (5 )
Current liabilities
(16 ) 1    -    -    (15 )
Liabilities
(107 ) (34 ) -    (5 ) (146 )
Identifiable net assets acquired
280    60    (2 ) 4    342
Non-controlling interests
-    (4 ) -    -    (4 ) (2 ) 1    -    -    (1 )
Identifiable net assets acquired
104    25    -    -    129
Associate becoming a subsidiary
(7 ) -    -    -    (7 )
Goodwill arising on acquisition
91    (25 ) -    (2 ) 64    224    (61 ) 2    2    167
Total consideration
188    -    -    (2 ) 186    502    -    -    6    508
The equivalent disclosure for 2012 is as follows: The equivalent disclosure for 2012 is as follows:
Non-current assets
178    155    -    (4 ) 329
Current assets
217    2    -    -    219
Liabilities
(95 ) (19 ) (1 ) (7 ) (122 )
Identifiable net assets acquired
300    138    (1 ) (11 ) 426
Goodwill arising on acquisition
287    (138 ) 1    12    162
Total consideration
587    -    -    1    588
CRH      183
30. Business Combinations| continued
The following table analyses the 4321 acquisitions ~~(2010: 28~~(2013: 25 acquisitions; ~~2009: 14~~2012: 32 acquisitions) by reportable segment and provides details of the goodwill and consideration figures arising in each of those segments:
~~Reportable segments~~

   Number of
Acquisitions    Goodwill    Consideration**
      2011    2010    2009    2011
€m    2010
€m    2009
€m    2011
€m    2010
€m    2009
€m
Europe Materials
   5       5       2       99       3       2       213       102       11
Europe Products
   4       -       -       4       -       -       9       -       -
Europe Distribution
   5       2       1       8       34       4       26       146       12
Americas Materials
   19       18       10       55       42       60       214       238       164
Americas Products
   4       2       -       5       8       -       28       24       -
Americas Distribution
   6       1       1       29       2       -       77       3       1
Group totals
   43       28       14       200       89       66       567       513       188
** ~~Includes profit on step acquisition in 2010~~
~~168    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~31. Business Combinations and Acquisitions of Joint Ventures~~~~continued~~
~~The post-acquisition impact of acquisitions completed during the year on Group profit for the financial year was as follows:~~

      2011
€m 2010
€m 2009
€m
Revenue
   157    174    43
Cost of sales
   (111 ) (131 ) (35 )
Gross profit
   46    43    8
Operating costs
   (30 ) (29 ) (5 )
Group operating profit
   16    14    3
Loss on disposals
   (1 ) -    -
Profit before finance costs
   15    14    3
Finance costs (net)
   (4 ) (2 ) (1 )
Profit before tax
   11    12    2
Income tax expense
   (3 ) (3 ) (1 )
Group profit for the financial year
   8    9    1
Reportable segments
Number of
acquisitions
   Goodwill    Consideration

  2014

  2013

  2012

  2014
€m

  2013
€m

  2012
€m

  2014
€m

  2013
€m

  2012
€m

Europe Heavyside
   2       6       2       2    80       25       7    265       58
Europe Lightside
   -       -       4       -    -       68       -    -       151
Europe Distribution
   6       3       3       9    10       8       20    15       40
Europe
   8       9       9       11    90       101       27    280       249
Americas Materials
   8       9       14       5    19       34       71    76       226
Americas Products
   5       4       9       17    48       14       59    124       112
Americas Distribution
   -       3       -       -    8       -       -    22       -
Americas
   13       16       23       22    75       48       130    222       338
Total Group
   21       25       32       33    165       149       157    502       587
Adjustments to provisional fair values of prior year acquisitions

   (2 ) 4       13       (2 ) 6       1
Total
            31    169       162       155    508       588
The post-acquisition impact of acquisitions completed during the year on the Group’s profit/(loss) for the financial year was as follows:

  2014
€m

    2013
€m

    2012
€m

Revenue
                     122    306    270
Cost of sales
                     (89 ) (232 ) (201 )
Gross profit
                     33    74    69
Operating costs
                     (26 ) (63 ) (56 )
Group operating profit
                     7    11    13
Profit on disposals
                     -    -    -
Profit before finance costs
                     7    11    13
Finance costs (net)
                     -    (3 ) (2 )
Profit before tax
                     7    8    11
Income tax expense
                     (2 ) (2 ) (4 )
Group profit for the financial year
                     5    6    7
The revenue and ~~profit~~profit/(loss) of the Group for the financial year determined in accordance with IFRS as though the acquisitions effected during the year had been at the beginning of the year would have been as follows:

   Pro-forma 2014
   Pro-forma 2011
2014
acquisitions
€m

CRH Group excluding
2014 acquisitions
€m

Pro-forma
consolidated
Group
€m

Pro-forma
2013
€m

   2011
acquisitions
€m    CRH Group
excluding 2011
acquisitions
€m
Pro-forma
consolidated
Group
€m

Pro-forma
2010
€m

Revenue
   465       17,924       18,389       17,749       182       18,790    18,972    18,159
Group profit for the financial year
   11       589       600       462
Group profit/(loss) for the financial year    7       579    586    (300 )
   Pro-forma 2013

2013
acquisitions
€m

CRH Group excluding
2013 acquisitions
€m

Pro-forma
consolidated
Group
€m

Pro-forma
2012
€m

Revenue
   434       17,725    18,159    19,054
Group (loss)/profit for the financial year    1       (301 ) (300 ) 571
~~The equivalent disclosure for 2010 is as follows:~~

   Pro-forma 2010
      2010
acquisitions
€m    CRH Group
excluding 2010
acquisitions
€m
Pro-forma
consolidated
Group
€m

Pro-forma
2009
€m

Revenue
   750       16,999       17,749       17,518
Group profit for the financial year
   32       430       462       616
There have been no acquisitions completed subsequent to the balance sheet date which would be individually material to the Group, thereby requiring disclosure under either IFRS 3 or IAS 10Events after the Balance Sheet Date. Details of events after the balance sheet date are set out in note 33. Development updates, giving details of acquisitions which do not require separate disclosure on the grounds of materiality, are typically published in January and July each year.

~~CRH    169~~
184      CRH
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~32.~~31. Related Party Transactions
The principal related party relationships requiring disclosure in the Consolidated Financial Statements of the Group under IAS 24Related Party Disclosures pertain to: the existence of subsidiaries, joint ventures and associates; transactions with these entities entered into by the Group; and the identification and compensation of key management personnel.
Subsidiaries, joint ventures and associates
The Consolidated Financial Statements include the financial statements of the Company (CRH plc, the ultimate parent) and its subsidiaries, joint ventures and associates as documented in the accounting policies on pages ~~104~~139 to ~~117.~~145. The ~~Group's~~Group’s principal subsidiaries, joint ventures and associates are disclosed in Exhibit 8 toof this Annual ~~Report.~~Report on Form 20-F.
Sales to and purchases from joint ventures are immaterial in ~~the context of the year-end 2011 financial statements.~~2014, 2013 and 2012. Loans extended by the Group to joint ventures and associates (see note ~~16)~~15) are included in financial assets (whilst the Group's share of the corresponding loans payable by joint ventures is included in interest-bearing loans and borrowings due to the application of proportionate consolidation in accounting for the Group's interests in these entities).assets. Sales to and purchases from associates during the financial year ended 31 December ~~2011~~2014 amounted to€2533 million ~~(2010:~~(2013:€2724 million; ~~2009:~~2012:€1721 million) and€~~488~~411 million ~~(2010:~~(2013:€~~479~~411 million; ~~2009:~~2012:€~~458 milion)~~446 million) respectively. Amounts receivable from and payable to ~~associates~~equity accounted investments (arising from the aforementioned sales and purchases transactions) as at the balance sheet date are included as separate line items in notes 1817 and 1918 to the Consolidated Financial Statements.
Terms and conditions of transactions with subsidiaries, joint ventures and associates
In general, the transfer pricing policy implemented by the Group across its subsidiaries is market-based. Sales to and purchases from joint ventures and associates are conducted in the ordinary course of business and on terms equivalent to those that prevail in ~~arm's-length~~arm’s-length transactions. The outstanding balances included in receivables and payables as at the balance sheet date in respect of transactions with joint ventures and associates are unsecured and settlement arises in cash. No guarantees have been either requested or provided in relation to related party receivables and payables. Loans to joint ventures and associates ~~(the respective amounts being~~(as disclosed in note ~~16)~~15) are extended on normal commercial terms in the ordinary course of business with interest accruing and, in general, paid to the Group at predetermined intervals.
Key management personnel
For the purposes of the disclosure requirements of IAS 24, the term ~~"key~~“key management ~~personnel"~~personnel” (i.e. those persons having authority and responsibility for planning, directing and controlling the activities of the Company) comprises the Board of Directors which manages the business and affairs of the Company.
~~Key management remuneration amounted to:~~

      2011
€m    2010
€m    2009
€m
Short-term benefits
   6       6       6
Post-employment benefits
   2       2       2
Share-based payments (i)
   2       2       2
Total
   10       10       10
~~(i)~~ ~~Calculated in accordance with the principles disclosed in note 8.~~
Key management remuneration amounted to:
2014
€m

2013
€m

2012
€m

Short-term benefits
   9         7         6
Post-employment benefits
   1         2         2
Share-based payments - calculated in accordance with the principles disclosed in note 7
   2         2         2
Total
   12         11         10
Other than these compensation entitlements, there were no other transactions involving key management personnel.

~~170~~
32. Contingent Liabilities
On 30 May 2014, CRH announced that the secretariat of the Competition Commission in Switzerland had invited CRH’s Swiss subsidiaries BR Bauhandel AG, Gétaz-Miauton SA and Regusci Reco SA, to comment on a proposal to impose sanctions on the Association of Swiss Wholesalers of the Sanitary Industry and all other major Swiss wholesalers, including CRH’s subsidiaries, regarding the pending investigation into the sanitary (bathroom fixtures and fittings) industry in Switzerland. The secretariat alleges competition law infringements and proposes a total fine of approximately CHF 283 million on all parties, of which approximately CHF 119 million (€99 million) is attributable to CRH’s Swiss subsidiaries, based on Swiss turnover.
CRH believes that the position of the secretariat is fundamentally ill-founded and views the proposed fine as unjustified. The Group has made submissions to this effect to the Competition Commission. Any decision of the Competition Commission on this matter is not expected before April 2015. Any decision finding an infringement can be appealed to the Federal Administrative Tribunal, and ultimately to the Federal Supreme Court. No provision has been made in respect of this proposed fine in the 2014 Consolidated Financial ~~Statements~~Statements.
CRH      185

~~CONSOLIDATED FINANCIAL STATEMENTS~~33. Events after the Balance Sheet Date
On 1 February 2015, CRH announced that it had made a binding irrevocable offer to acquire certain of the businesses and assets of Lafarge S.A. (‘Lafarge’) and Holcim Ltd (‘Holcim’ and together with Lafarge the ‘Sellers’) comprising a global portfolio of assets in the building materials industry (which are complementary to CRH’s footprint) for an enterprise value of€6.5 billion (based on exchange rates at 30 January 2015). The consideration will be paid in a combination of euro, Sterling and Canadian Dollars.
The proposed acquisition constitutes a Class 1 transaction under the UKLA Listing Rules and therefore requires the approval of a simple majority of CRH’s shareholders. An Extraordinary General Meeting (‘EGM’) will be held on 19 March 2015 to seek shareholder approval of the acquisition. If the acquisition is not approved by CRH’s shareholders at the EGM, a termination fee of approximately€158 million in total will be payable by CRH to the Sellers. A termination fee of approximately€158 million will be payable by the Sellers to CRH in either of the following circumstances: 1) if the Sellers do not accept CRH’s offer; or 2) if the proposed merger of Lafarge and Holcim (the ‘Merger’) does not proceed to successful completion.
The acquisition is also conditional upon: 1) the successful completion of the Merger; and 2) the completion of certain local reorganisations that need to take place before completion of the acquisition. In addition, CRH has committed to the Sellers that it will take all steps and do all things necessary to obtain regulatory approvals required in relation to the acquisition. The long stop date for completion of the acquisition is the earlier of: 1) three months following completion of the Merger; or 2) 31 December 2015, but in any case no earlier than 31 August 2015.
In connection with the proposed acquisition, CRH completed a placing of 74,039,915 new Ordinary Shares raising gross proceeds of approximately€1.6 billion, and representing approximately 9.99% of CRH’s issued ordinary share capital before the placing. Closing of the placing and admission of the placing shares to the official lists and to trading on the main markets of the London Stock Exchange and Irish Stock Exchange took place on 5 February 2015.
On 1 February 2015, CRH agreed a€6.5 billion senior unsecured bridge loan facility which has subsequently been reduced by€1.6 billion to reflect the proceeds of the placing and by a further€2.0 billion to reflect other cash balances which are intended to fund the acquisition. The remaining€2.9 billion of the loan facilities are available to be used to complete the debt-funded portion of the proposed acquisition. Subject to certain carve-outs, the facilities contain provisions requiring mandatory prepayment from disposal proceeds and the proceeds of capital market transactions. Other terms and conditions are otherwise substantially similar to CRH’s existing€2.5 billion revolving credit facility dated 11 June 2014.

~~33.~~34. Supplemental Guarantor Information
The following consolidating information presents Condensed Consolidated Balance Sheets as at 31 December ~~2011~~2014 and ~~2010~~2013 and Condensed ~~Group~~Consolidated Income Statements and ~~Group~~Condensed Consolidated Cash Flows for the years ended 31 December ~~2011, 2010~~2014, 2013 and ~~2009~~2012 of the Company and CRH America, Inc. ~~("CRHA")~~ as required by Article 3-10(c) of Regulation S-X. This information is prepared in accordance with IFRS with the exception that the subsidiaries are accounted for as investments under the equity method rather than being consolidated. ~~CRHA~~CRH America, Inc. is 100% owned by the company. The Guarantees of the ~~guarantor~~Guarantor are full and unconditional.
CRH America Inc. (the “Issuer”) has the following notes which are fully and unconditionally guaranteed by CRH plc (the “Guarantor”):
US$350 million 4.125% Notes due 2016 – listed on the New York Stock Exchange
US$1,250 million 6.000% Notes due 2016 – listed on the New York Stock Exchange
US$650 million 8.125% Notes due 2018 – listed on the New York Stock Exchange
US$400 million 5.75% Notes due 2021 – listed on the New York Stock Exchange
US$300 million 6.40% Notes due 2033 – listed on the Irish Stock Exchange
186      CRH
34. Supplemental Guarantor Information|continued
Supplemental Condensed Consolidated Balance Sheet as at 31 December 2014

   Guarantor
€m           Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
    subsidiaries
€m
ASSETS

Non-current assets

Property, plant and equipment -    -    7,422    -    7,422
Intangible assets -    -    4,173    -    4,173
Subsidiaries 4,239    218    1,682    (6,139 ) -
Investments accounted for using the equity method -    -    1,329    -    1,329
Advances to subsidiaries and parent undertakings -    3,923    -    (3,923 ) -
Other financial assets -    -    23    -    23
Other receivables -    -    85    -    85
Derivative financial instruments -    48    39    -    87
Deferred income tax assets
-    -    171    -    171
Total non-current assets
4,239    4,189    14,924    (10,062 ) 13,290
Current assets

Inventories -    -    2,260    -    2,260
Trade and other receivables -    10    2,634    -    2,644
Advances to subsidiaries and parent undertakings 5,532    -    1,003    (6,535 ) -
Current income tax recoverable -    -    15    -    15
Derivative financial instruments -    -    15    -    15
Cash and cash equivalents 1,411    25    1,826    -    3,262
Assets held for sale -    -    531    -    531
Total current assets
6,943    35    8,284    (6,535 ) 8,727
Total assets
11,182    4,224    23,208    (16,597 ) 22,017
EQUITY

Capital and reserves attributable to the Company’s equity holders 10,177    1,606    4,533    (6,139 ) 10,177
Non-controlling interests -    -    21    -    21
Total equity
10,177    1,606    4,554    (6,139 ) 10,198
LIABILITIES

Non-current liabilities

Interest-bearing loans and borrowings -    2,518    2,901    -    5,419
Derivative financial instruments -    -    3    -    3
Deferred income tax liabilities -    -    1,305    -    1,305
Other payables -    -    257    -    257
Advances from subsidiary and parent undertakings -    -    3,923    (3,923 ) -
Retirement benefit obligations -    -    711    -    711
Provisions for liabilities -    -    257    -    257
Total non-current liabilities
-    2,518    9,357    (3,923 ) 7,952
Current liabilities

Trade and other payables -    54    2,840    -    2,894
Advances from subsidiary and parent undertakings 1,003    -    5,532    (6,535 ) -
Current income tax liabilities -    -    154    -    154
Interest-bearing loans and borrowings 2    46    399    -    447
Derivative financial instruments -    -    20    -    20
Provisions for liabilities -    -    139    -    139
Liabilities associated with assets classified as held for sale -    -    213    -    213
Total current liabilities
1,005    100    9,297    (6,535 ) 3,867
Total liabilities
1,005    2,618    18,654    (10,458 ) 11,819
Total equity and liabilities
11,182    4,224    23,208    (16,597 ) 22,017
CRH      187
34. Supplemental Guarantor Information|continued
Supplemental Condensed Consolidated Balance Sheet as at 31 December ~~2011~~2013

      CRH
€m CRHA
€m Non-Guarantor
Subsidiaries
€m    Eliminate and
Reclassify
€m CRH and
Subsidiaries
€m
ASSETS

Non-current assets

Property, plant and equipment
   -    -    8,936       -    8,936
Intangible assets
   -    -    4,488       -    4,488
Subsidiaries
   5,733    124    1,682       (7,539 ) -
Investments accounted for using the equity method
   -    -    948       -    948
Advances to subsidiaries and parent undertakings
   -    3,839    -       (3,839 ) -
Other financial assets
   -    -    239       -    239
Derivative financial instruments
   -    122    59       -    181
Deferred income tax assets
   -    -    290       -    290
Total non-current assets
   5,733    4,085    16,642       (11,378 ) 15,082
Current assets

Inventories
   -    -    2,286       -    2,286
Trade and other receivables
   -    -    2,663       -    2,663
Advances to subsidiaries and parent undertakings
   6,494    1,881       (8,375 ) -
Current income tax recoverable
   -    -    8       -    8
Derivative financial instruments
   -    9    15       -    24
Liquid investments
   -    -    29       -    29
Cash and cash equivalents
   167    962    166       -    1,295
Total current assets
   6,661    971    7,048       (8,375 ) 6,305
Total assets
   12,394    5,056    23,690       (19,753 ) 21,387
EQUITY

Equity share capital
   247    -    -       -    247
Preference share capital
   1    -    -       -    1
Share premium account
   4,047    1,747    262       (2,009 ) 4,047
Treasury Shares and own shares
   (183 ) -    -       -    (183 )
Other reserves
   168    -    168       (168 ) 168
Foreign currency translation reserve
   (119 ) -    -       -    (119 )
Retained income
   6,348    (298 ) 5,660       (5,362 ) 6,348
Capital and reserves attributable to the Company’s equity holders
   10,509    1,449    6,090       (7,539 ) 10,509
Non-controlling interests
   -    -    74       -    74
Total equity
   10,509    1,449    6,164       (7,539 ) 10,583
LIABILITIES

Non-current liabilities

Interest-bearing loans and borrowings
   -    3,207    1,256       -    4,463
Derivative financial instruments
   -    -    20       -    20
Deferred income tax liabilities
   -    -    1,492       -    1,492
Trade and other payables
   -    -    204       -    204
Advances from subsidiary and parent undertakings
   -    -    3,839       (3,839 ) -
Retirement benefit obligations
   -    -    664       -    664
Provisions for liabilities
   -    -    252       -    252
Total non-current liabilities
   -    3,207    7,727       (3,839 ) 7,095
Current liabilities

Trade and other payables
   -    44    2,814       -    2,858
Advances from subsidiary and parent undertakings
   1,881    -    6,494       (8,375 ) -
Current income tax liabilities
   1    -    200       -    201
Interest-bearing loans and borrowings
   3    356    160       -    519
Derivative financial instruments
   -    -    10       -    10
Provisions for liabilities
   -    -    121       -    121
Total current liabilities
   1,885    400    9,799       (8,375 ) 3,709
Total liabilities
   1,885    3,607    17,526       (12,214 ) 10,804
Total equity and liabilities
   12,394    5,056    23,690       (19,753 ) 21,387
~~CRH    171~~
~~Consolidated Financial Statements~~
   Guarantor
€m            Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
    subsidiaries
€m
ASSETS

Non-current assets

Property, plant and equipment -    -    7,539    -    7,539
Intangible assets -    -    3,911    -    3,911
Subsidiaries 4,603    183    1,682    (6,468 ) -
Investments accounted for using the equity method -    -    1,340    -    1,340
Advances to subsidiaries and parent undertakings -    3,469    -    (3,469 ) -
Other financial assets -    -    23    -    23
Other receivables -    -    93    -    93
Derivative financial instruments -    58    5    -    63
Deferred income tax assets -    -    107    -    107
Total non-current assets 4,603    3,710    14,700    (9,937 ) 13,076
Current assets
Inventories -    -    2,254    -    2,254
Trade and other receivables -    9    2,507    -    2,516
Advances to subsidiaries and parent undertakings 6,394    -    1,453    (7,847 ) -
Current income tax recoverable -    -    26    -    26
Derivative financial instruments -    -    17    -    17
Cash and cash equivalents 175    174    2,191    -    2,540
Total current assets 6,569    183    8,448    (7,847 ) 7,353
Total assets 11,172    3,893    23,148    (17,784 ) 20,429
EQUITY
Capital and reserves attributable to the Company’s equity holders 9,662    1,413    5,055    (6,468 ) 9,662
Non-controlling interests -    -    24    -    24
Total equity 9,662    1,413    5,079    (6,468 ) 9,686
LIABILITIES
Non-current liabilities
Interest-bearing loans and borrowings -    2,279    2,300    -    4,579
Derivative financial instruments -    -    34    -    34
Deferred income tax liabilities -    -    1,166    -    1,166
Other payables -    -    289    -    289
Advances from subsidiary and parent undertakings -    -    3,469    (3,469 ) -
Retirement benefit obligations -    -    410    -    410
Provisions for liabilities -    -    231    -    231
Total non-current liabilities -    2,279    7,899    (3,469 ) 6,709
Current liabilities
Trade and other payables -    54    2,700    -    2,754
Advances from subsidiary and parent undertakings 1,453    -    6,394    (7,847 ) -
Current income tax liabilities -    -    151    -    151
Interest-bearing loans and borrowings 57    147    757    -    961
Derivative financial instruments -    -    19    -    19
Provisions for liabilities -    -    149    -    149
Total current liabilities 1,510    201    10,170    (7,847 ) 4,034
Total liabilities 1,510    2,480    18,069    (11,316 ) 10,743
Total equity and liabilities 11,172    3,893    23,148    (17,784 ) 20,429

188      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~34. Supplemental Guarantor Information| continued
Supplemental Condensed Consolidated Income Statement

   Year ended 31 December 2014
      Guarantor
€m             Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m
Revenue
   -    -    18,912    -    18,912
Cost of sales
   -    -    (13,427 ) -    (13,427 )
Gross profit
   -    -    5,485    -    5,485
Operating income/(costs)
   1,208    -    (5,776 ) -    (4,568 )
Group operating profit/(loss)
   1,208    -    (291 ) -    917
Profit on disposals
   -    -    77    -    77
Profit/(loss) before finance costs
   1,208    -    (214 ) -    994
Finance costs
   -    (211 ) (262 ) 219    (254 )
Finance income
   -    219    8    (219 ) 8
Other financial expense
   -    -    (42 ) -    (42 )
Share of subsidiaries’ (loss)/profit before tax
   (504 ) 35    -    469    -
Share of equity accounted investments’ profit
   55    -    55    (55 ) 55
Profit/(loss) before tax
   759    43    (455 ) 414    761
Income tax expense
   (177 ) (17 ) (160 ) 177    (177 )
Group profit/(loss) for the financial year
   582    26    (615 ) 591    584
Profit/(loss) attributable to:

Equity holders of the Company
   582    26    (617 ) 591    582
Non-controlling interests
   -    -    2    -    2
Group profit/(loss) for the financial year
   582    26    (615 ) 591    584
Supplemental Condensed Consolidated Statement of Comprehensive Income

Group profit for the financial year
   582    26    (615 ) 591    584
Other comprehensive income

Items that may be reclassified to profit or loss in subsequent years:
Currency translation effects    599    167    432    (599 ) 599
Losses relating to cash flow hedges    (6 ) -    (6 ) 6    (6 )
   593    167    426    (593 ) 593
Items that will not be reclassified to profit or loss in subsequent years:
Remeasurement of retirement benefit obligations    (414 ) -    (414 ) 414    (414 )
Tax on items recognised directly within other comprehensive income    69    -    69    (69 ) 69
   (345 ) -    (345 ) 345    (345 )
Total other comprehensive income for the financial year    248    167    81    (248 ) 248
Total comprehensive income for the financial year    830    193    (534 ) 343    832
Attributable to:
Equity holders of the Company    830    193    (536 ) 343    830
Non-controlling interests    -    -    2    -    2
Total comprehensive income for the financial year    830    193    (534 ) 343    832

CRH      189

~~33.~~34. Supplemental Guarantor Information| continued
~~Supplemental Condensed Consolidated Balance Sheet as at 31 December 2010~~


CRH
€m

CRHA
€m

Non-Guarantor
Subsidiaries
€m

Eliminate and
Reclassify
€m

CRH and
Subsidiaries
€m


ASSETS

Non-current assets

Property, plant and equipment
   -    -    8,892       -    8,892
Intangible assets
   -    -    4,305       -    4,305
Subsidiaries
   5,306    120    1,682       (7,108 ) -
Investments accounted for using the equity method
   -    -    1,037       -    1,037
Advances to subsidiaries and parent undertakings
   -    3,742    -       (3,742 ) -
Other financial assets
   -    -    149       -    149
Derivative financial instruments
   -    155    39       -    194
Deferred income tax assets
   -    35    350       -    385
Total non-current assets
   5,306    4,052    16,454       (10,850 ) 14,962
Current assets

Inventories
   -    -    2,187       -    2,187
Trade and other receivables
   -    -    2,419       -    2,419
Advances to subsidiaries and parent undertakings
   6,519    -    1,655       (8,174 ) -
Current income tax recoverable
   -    -    112       -    112
Derivative financial instruments
   -    -    14       -    14
Liquid investments
   -    -    37       -    37
Cash and cash equivalents
   163    1,334    233       -    1,730
Total current assets
   6,682    1,334    6,657       (8,174 ) 6,499
Total assets
   11,988    5,386    23,111       (19,024 ) 21,461
EQUITY

Equity share capital
   244    -    -       -    244
Preference share capital
   1    -    -       -    1
Share premium account
   3,915    1,747    155       (1,902 ) 3,915
Treasury Shares and own shares
   (199 ) -    -       -    (199 )
Other reserves
   147    -    147       (147 ) 147
Foreign currency translation reserve
   (226 ) -    -       -    (226 )
Retained income
   6,446    (315 ) 5,374       (5,059 ) 6,446
Capital and reserves attributable to the Company's equity holders
   10,328    1,432    5,676       (7,108 ) 10,328
Non-controlling interests
   -    -    83       -    83
Total equity
   10,328    1,432    5,759       (7,108 ) 10,411
LIABILITIES

Non-current liabilities

Interest-bearing loans and borrowings
   -    3,453    1,242       -    4,695
Derivative financial instruments
   -    -    33       -    33
Deferred income tax liabilities
   -    -    1,693       -    1,693
Trade and other payables
   -    -    163       -    163
Advances from subsidiary and parent undertakings
   -    -    3,742       (3,742 ) -
Retirement benefit obligations
   -    -    474       -    474
Provisions for liabilities
   -    -    253       -    253
Total non-current liabilities
   -    3,453    7,600       (3,742 ) 7,311
Current liabilities

Trade and other payables
   -    40    2,646       -    2,686
Advances from subsidiary and parent undertakings
   1,655    -    6,519       (8,174 ) -
Current income tax liabilities
   1    -    198       -    199
Interest-bearing loans and borrowings
   4    461    201       -    666
Derivative financial instruments
   -    -    54       -    54
Provisions for liabilities
   -    -    134       -    134
Total current liabilities
   1,660    501    9,752       (8,174 ) 3,739
Total liabilities
   1,660    3,954    17,352       (11,916 ) 11,050
Total equity and liabilities
   11,988    5,386    23,111       (19,024 ) 21,461
~~172    CRH~~
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~33. Supplemental Guarantor Information~~~~continued~~
Supplemental Condensed Consolidated Income Statement

   Year ended 31 December 2011
      CRH
€m CRHA
€m Non-Guarantor
Subsidiaries
€m Eliminate and
Reclassify
€m CRH and
Subsidiaries
€m
Revenue
   -    -    18,081    -    18,081
Cost of sales
   -    -    (13,179 ) -    (13,179 )
Gross profit
   -    -    4,902    -    4,902
Operating income/(costs)
   39    -    (4,070 ) -    (4,031 )
Group operating profit
   39    -    832    -    871
Profit on disposals
   14    -    41    -    55
Profit before finance costs
   53    -    873    -    926
Finance costs
   -    (294 ) (273 ) 305    (262 )
Finance income
   -    305    33    (305 ) 33
Other financial expense
   -    -    (28 ) -    (28 )
Share of subsidiaries’ profit before tax
   609    4    -    (613 ) -
Group share of associates’ profit after tax
   42    -    42    (42 ) 42
Profit before tax
   704    15    647    (655 ) 711
Income tax expense
   (114 ) (39 ) (75 ) 114    (114 )
Group profit for the financial year
   590    (24 ) 572    (541 ) 597
Profit attributable to:

Equity holders of the Company
   590    (24 ) 565    (541 ) 590
Non-controlling interests
   -    -    7    -    7
Group profit for the financial year
   590    (24 ) 572    (541 ) 597
~~CRH    173~~
~~Consolidated Financial Statements~~
   Year ended 31 December 2013
      Guarantor
€m              Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m
Revenue    -    -    18,031    -    18,031
Cost of sales    -    -    (13,153 ) -    (13,153 )
Gross profit    -    -    4,878    -    4,878
Operating income/(costs)    3    -    (4,781 ) -    (4,778 )
Group operating profit    3    -    97    -    100
Profit on disposals    -    -    26    -    26
Profit before finance costs    3    -    123    -    126
Finance costs    -    (242 ) (270 ) 250    (262 )
Finance income    -    250    13    (250 ) 13
Other financial expense    -    -    (48 ) -    (48 )
Share of subsidiaries’ (loss)/profit before tax    (175 ) 33    -    142    -
Share of equity accounted investments’ loss    (44 ) -    (44 ) 44    (44 )
(Loss)/profit before tax    (216 ) 41    (226 ) 186    (215 )
Income tax expense    (80 ) (16 ) (64 ) 80    (80 )
Group (loss)/profit for the financial year    (296 ) 25    (290 ) 266    (295 )
(Loss)/profit attributable to:
Equity holders of the Company    (296 ) 25    (291 ) 266    (296 )
Non-controlling interests    -    -    1    -    1
Group (loss)/profit for the financial year    (296 ) 25    (290 ) 266    (295 )
Supplemental Condensed Consolidated Statement of Comprehensive Income
Group (loss)/profit for the financial year    (296 ) 25    (290 ) 266    (295 )
Other comprehensive income
Items that may be reclassified to profit or loss in subsequent years:
Currency translation effects    (373 ) (57 ) (316 ) 373    (373 )
Losses relating to cash flow hedges    (2 ) -    (2 ) 2    (2 )
   (375 ) (57 ) (318 ) 375    (375 )
Items that will not be reclassified to profit or loss in subsequent years:
Remeasurement of retirement benefit obligations    162    -    162    (162 ) 162
Tax on items recognised directly within other comprehensive income    (43 ) -    (43 ) 43    (43 )
   119    -    119    (119 ) 119
Total other comprehensive income for the financial year    (256 ) (57 ) (199 ) 256    (256 )
Total comprehensive income for the financial year    (552 ) (32 ) (489 ) 522    (551 )
Attributable to:
Equity holders of the Company    (552 ) (32 ) (490 ) 522    (552 )
Non-controlling interests    -    -    1    -    1
Total comprehensive income for the financial year    (552 ) (32 ) (489 ) 522    (551 )

190      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~33.~~34. Supplemental Guarantor Information| continued
Supplemental Condensed Consolidated Income Statement

   Year ended 31 December 2012
   Year ended 31 December 2010    Guarantor
€m              Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m
   CRH
€m CRHA
€m Non-Guarantor
Subsidiaries
€m Eliminate and
Reclassify
€m CRH and
Subsidiaries
€m
Revenue
   -    -    17,173    -    17,173       -    -    18,084    -    18,084
Cost of sales
   -    -    (12,363 ) -    (12,363 )    -    -    (13,018 ) -    (13,018 )
Gross profit
   -    -    4,810    -    4,810       -    -    5,066    -    5,066
Operating income/(costs)
   15    -    (4,127 ) -    (4,112 )    1,004    -    (5,265 ) -    (4,261 )
Group operating profit
   15    -    683    -    698
Group operating profit/(loss)    1,004    -    (199 ) -    805
Profit on disposals
   -    -    55    -    55       2    -    228    -    230
Profit before finance costs
   15    -    738    -    753       1,006    -    29    -    1,035
Finance costs
   -    (364 ) (394 ) 378    (380 )    -    (205 ) (279 ) 213    (271 )
Finance income
   -    378    133    (378 ) 133       -    213    15    (213 ) 15
Other financial expense
   -    -    -    -    -       -    -    (49 ) -    (49 )
Share of subsidiaries’ profit before tax
   484    20    -    (504 ) -
Group share of associates’ profit after tax
   28    -    28    (28 ) 28
Profit before tax
   527    34    505    (532 ) 534
Share of subsidiaries’ (loss)/profit before tax    (278 ) 28    -    250    -
Share of equity accounted investments’ loss    (84 ) -    (84 ) 84    (84 )
Profit/(loss) before tax    644    36    (368 ) 334    646
Income tax expense
   (95 ) (4 ) (91 ) 95    (95 )    (106 ) (14 ) (92 ) 106    (106 )
Group profit for the financial year
   432    30    414    (437 ) 439
Group profit/(loss) for the financial year    538    22    (460 ) 440    540
Profit attributable to:
   -
Profit/(loss) attributable to:
Equity holders of the Company
   432    30    407    (437 ) 432       538    22    (462 ) 440    538
Non-controlling interests
   -    -    7    -    7       -    -    2    -    2
Group profit for the financial year
   432    30    414    (437 ) 439
Group profit/(loss) for the financial year    538    22    (460 ) 440    540
Supplemental Condensed Consolidated Statement of Comprehensive Income Supplemental Condensed Consolidated Statement of Comprehensive Income
Group profit/(loss) for the financial year    538    22    (460 ) 440    540
Other comprehensive income
Items that may be reclassified to profit or loss in subsequent years: Items that may be reclassified to profit or loss in subsequent years:
Currency translation effects    (51 ) (26 ) (25 ) 51    (51 )
Gains relating to cash flow hedges    1    -    1    (1 ) 1
   (50 ) (26 ) (24 ) 50    (50 )
Items that will not be reclassified to profit or loss in subsequent years: Items that will not be reclassified to profit or loss in subsequent years:
Remeasurement of retirement benefit obligations    (146 ) -    (146 ) 146    (146 )
Tax on items recognised directly within other comprehensive income    23    -    23    (23 ) 23
   (123 ) -    (123 ) 123    (123 )
Total other comprehensive income for the financial year    (173 ) (26 ) (147 ) 173    (173 )
Total comprehensive income for the financial year    365    (4 ) (607 ) 613    367
Attributable to:
Equity holders of the Company    365    (4 ) (608 ) 613    366
Non-controlling interests    -    -    1    -    1
Total comprehensive income for the financial year    365    (4 ) (607 ) 613    367

~~174    CRH~~
~~Consolidated Financial Statements~~

CRH      191
~~CONSOLIDATED FINANCIAL STATEMENTS~~

~~33.~~34. Supplemental Guarantor Information| continued
Supplemental Condensed Consolidated ~~Income~~ Statement of Cash Flow

   Year ended 31 December 2009
      CRH
€m CRHA
€m Non-Guarantor
Subsidiaries
€m Eliminate and
Reclassify
€m CRH and
Subsidiaries
€m
Revenue
   -    -    17,373    -    17,373
Cost of sales
   -    -    �� (12,510 ) -    (12,510 )
Gross profit
   -    -    4,863    -    4,863
Operating costs
   10    -    (3,918 ) -    (3,908 )
Group operating profit
   10    -    945    -    955
Profit on disposals
   -    -    26    -    26
Profit before finance costs
   10    -    971    -    981
Finance costs
   -    (20 ) (277 ) -    (297 )
Finance income
   -    -    -    -    -
Other financial expense
   -    -    -    -    -
Share of subsidiaries' profit before tax
   668    30    -    (698 ) -
Group share of associates' profit after tax
   48    -    48    (48 ) 48
Profit before tax
   726    10    742    (746 ) 732
Income tax expense
   (134 ) 21    (155 ) 134    (134 )
Group profit for the financial year
   592    31    587    (612 ) 598
Profit attributable to:

Equity holders of the Company
   592    31    581    (612 ) 592
Non-controlling interests
   -    -    6    -    6
Group profit for the financial year
   592    31    587    (612 ) 598
~~CRH    175~~
~~Consolidated Financial Statements~~
   Year ended 31 December 2014
      Guarantor
€m             Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m
Cash flows from operating activities
Profit/(loss) before tax    759    43    (455 ) 414    761
Finance costs (net)    -    (8 ) 296    -    288
Group share of subsidiaries’ loss/(profit) before tax    504    (35 ) -    (469 ) -
Share of equity accounted investments’ result    (55 ) -    (55 ) 55    (55 )
Profit on disposals    -    -    (77 ) -    (77 )
Group operating profit/(loss)    1,208    -    (291 ) -    917
Depreciation charge    -    -    631    -    631
Amortisation of intangible assets    -    -    44    -    44
Impairment charge    -    -    49    49
Share-based payment expense    -    -    16    -    16
Other (primarily pension payments)    -    -    (66 ) -    (66 )
Net movement on working capital and provisions    -    (7 ) 42    -    35
Cash generated from operations    1,208    (7 ) 425    -    1,626
Interest paid (including finance leases)    -    (211 ) (270 ) 219    (262 )
Corporation tax paid    -    (17 ) (110 ) -    (127 )
Net cash inflow/(outflow) from operating activities    1,208    (235 ) 45    219    1,237
Cash flows from investing activities
Proceeds from disposals    -    -    345    -    345
Interest received    -    219    8    (219 ) 8
Dividends received from equity accounted investments    -    -    30    -    30
Purchase of property, plant and equipment    -    -    (435 ) -    (435 )
Advances from subsidiary and parent undertakings    414    17    -    (431 ) -
Acquisition of subsidiaries (net of cash acquired)    -    -    (151 ) -    (151 )
Other investments and advances    -    -    (3 ) -    (3 )
Deferred and contingent acquisition consideration paid    -    -    (26 ) -    (26 )
Net cash inflow/(outflow) from investing activities    414    236    (232 ) (650 ) (232 )
Cash flows from financing activities
Proceeds from exercise of share options    22    -    -    -    22
Acquisition of non-controlling interests    -    -    (1 ) -    (1 )
Advances to subsidiary and parent undertakings    -    -    (431 ) 431    -
Increase in interest-bearing loans, borrowings and finance leases    -    -    901    -    901
Net cash flow arising from derivative financial instruments    -    16    (27 ) -    (11 )
Repayment of interest-bearing loans, borrowings and finance leases    (55 ) (175 ) (704 ) -    (934 )
Dividends paid to equity holders of the Company    (353 ) -    -    -    (353 )
Dividends paid to non-controlling interests    -    -    (4 ) -    (4 )
Net cash outflow from financing activities    (386 ) (159 ) (266 ) 431    (380 )
Increase/(decrease) in cash and cash equivalents    1,236    (158 ) (453 ) -    625
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1 January    175    174    2,191    -    2,540
Translation adjustment    -    9    121    -    130
Increase/(decrease) in cash and cash equivalents    1,236    (158 ) (453 ) -    625
Cash and cash equivalents at 31 December    1,411    25    1,859    -    3,295

192      CRH
~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~33.~~34. Supplemental Guarantor Information| continued
Supplemental Condensed Consolidated Statement of Cash Flow

   Year ended 31 December 2013
   Year ended 31 December 2011    Guarantor
€m              Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m

CRH
€m

CRHA
€m

Non-Guarantor
Subsidiaries
€m

Eliminate and
Reclassify
€m

CRH and
Subsidiaries
€m

Cash flows from operating activities

Profit before tax
   704    15    647    (655 ) 711
(Loss)/profit before tax    (216 ) 41    (226 ) 186    (215 )
Finance costs (net)
   -    (11 ) 268    -    257       -    (8 ) 305    -    297
Group share of subsidiaries' profit before tax
   (609 ) (4 ) -    613    -
Group share of associates' profit after tax
   (42 ) -    (42 ) 42    (42 )
Group share of subsidiaries’ loss/(profit) before tax    175    (33 ) -    (142 ) -
Share of equity accounted investments’ result    44    -    44    (44 ) 44
Profit on disposals
   (14 ) -    (41 ) -    (55 )    -    -    (26 ) -    (26 )
Group operating profit
   39    -    832    -    871       3    -    97    -    100
Depreciation charge (including impairments)
   -    -    742    -    742
Amortisation of intangible assets (including impairments)
   -    -    43    -    43
Depreciation charge    -    -    671    -    671
Amortisation of intangible assets    -    -    54    -    54
Impairment charge    -    -    650    -    650
Share-based payment expense
   -    -    21    -    21       -    -    15    -    15
Other movements
   -    -    (109 ) -    (109 )
Other (primarily pension payments)    -    -    (96 ) -    (96 )
Net movement on working capital and provisions
   -    3    (214 ) -    (211 )    -    1    76    -    77
Cash generated from operations
   39    3    1,315    -    1,357       3    1    1,467    -    1,471
Interest paid (including finance leases)
   -    (294 ) (250 ) 305    (239 )    -    (242 ) (277 ) 250    (269 )
Decrease in liquid investments
   -    -    4    -    4
Corporation tax paid
   -    (5 ) (91 ) -    (96 )    -    (16 ) (94 ) -    (110 )
Net cash inflow/(outflow) from operating activities
   39    (296 ) 978    305    1,026       3    (257 ) 1,096    250    1,092
Cash flows from investing activities

Proceeds from disposals (net of cash disposed)
   17    -    425    -    442
Proceeds from disposals    -    -    122    -    122
Interest received
   -    305    32    (305 ) 32       -    250    13    (250 ) 13
Dividends received from associates
   -    -    20    -    20
Dividends received from equity accounted investments    -    -    33    -    33
Purchase of property, plant and equipment
   -    -    (576 ) -    (576 )    -    -    (497 ) -    (497 )
Advances from/(to) subsidiary and parent undertakings
   253    24    (277 ) -    -
Acquisition of subsidiaries and joint ventures (net of cash acquired)
   -    -    (507 ) -    (507 )
Advances from subsidiary and parent undertakings    299    179    -    (478 ) -
Acquisition of subsidiaries (net of cash acquired)    -    -    (336 ) -    (336 )
Other investments and advances
   -    -    (24 ) -    (24 )    -    -    (78 ) -    (78 )
Deferred and contingent acquisition consideration paid
   -    -    (21 ) -    (21 )    -    -    (105 ) -    (105 )
Net cash inflow/(outflow) from investing activities
   270    329    (928 ) (305 ) (634 )    299    429    (848 ) (728 ) (848 )
Cash flows from financing activities

Proceeds from exercise of share options
   6    -    -    -    6       19    -    -    -    19
Acquisition of non-controlling interests
   -    -    (11 ) -    (11 )    -    -    (13 ) -    (13 )
Advances to subsidiary and parent undertakings    -    -    (478 ) 478    -
Increase in interest-bearing loans, borrowings and finance leases
   -    -    101    -    101       55    -    1,436    -    1,491
Net cash flow arising from derivative financial instruments
   -    27    (90 ) -    (63 )    -    43    21    -    64
Treasury/own shares purchased    (6 ) -    -    -    (6 )
Repayment of interest-bearing loans, borrowings and finance leases
   (1 ) (446 ) (105 ) -    (552 )    -    (601 ) 15    -    (586 )
Dividends paid to equity holders of the Company
   (310 ) -    -    -    (310 )    (367 ) -    -    -    (367 )
Dividends paid to non-controlling interests
   -    -    (9 ) -    (9 )    -    -    (1 ) -    (1 )
Net cash outflow from financing activities
   (305 ) (419 ) (114 ) -    (838 )
Increase/(decrease) in cash and cash equivalents
   4    (386 ) (64 ) -    (446 )
Net cash (outflow)/inflow from financing activities    (299 ) (558 ) 980    478    601
Increase/(decrease) in cash and cash equivalents    3    (386 ) 1,228    -    845
Reconciliation of opening to closing cash and cash equivalents

Cash and cash equivalents at 1 January
   163    1,334    233    -    1,730       172    570    1,005    -    1,747
Translation adjustment
   -    14    (3 ) -    11       -    (10 ) (42 ) -    (52 )
Increase/(decrease) in cash and cash equivalents
   4    (386 ) (64 ) -    (446 )    3    (386 ) 1,228    -    845
Cash and cash equivalents at 31 December
   167    962    166    -    1,295       175    174    2,191    -    2,540

~~176    CRH~~
CRH      193
~~Consolidated Financial Statements~~
~~CONSOLIDATED FINANCIAL STATEMENTS~~

~~33.~~34. Supplemental Guarantor Information| continued
Supplemental Condensed Consolidated Statement of Cash Flow

   Year ended 31 December 2010
   CRH CRHA Non-Guarantor
Subsidiaries Eliminate and
Reclassify CRH and
Subsidiaries
      €m €m €m €m €m
Cash flows from operating activities
Profit before tax    527    34    505    (532 ) 534
Finance costs (net)    -    (14 ) 261    -    247
Group share of subsidiaries’ profit before tax    (484 ) (20 ) -    504    -
Group share of associates’ profit after tax    (28 ) -    (28 ) 28    (28 )
Profit on disposals    -    -    (55 ) -    (55 )
Group operating profit    15    -    683    -    698
Depreciation charge (including impairments)    -    -    786    -    786
Amortisation of intangible assets (including impairments)    -    -    131    -    131
Share-based payment expense    -    -    19    -    19
Other movements    -    -    (35 ) -    (35 )
Net movement on working capital and provisions    -    (14 ) 156    -    142
Cash generated from operations    15    (14 ) 1,740    -    1,741
Interest paid (including finance leases)    -    (364 ) (297 ) 378    (283 )
Decrease in liquid investments    -    -    33    -    33
Corporation tax paid    1    -    (101 ) -    (100 )
Net cash inflow/(outflow) from operating activities    16    (378 ) 1,375    378    1,391
Cash flows from investing activities
Proceeds from disposals (net of cash disposed)    -    -    188    -    188
Interest received    -    378    35    (378 ) 35
Dividends received from associates    -    -    51    -    51
Purchase of property, plant and equipment    -    -    (466 ) -    (466 )
Advances from/(to) subsidiary and parent undertakings    246    1,475    (1,721 ) -    -
Acquisition of subsidiaries and joint ventures (net of cash acquired)    -    -    (436 ) -    (436 )
Other investments and advances    -    -    (67 ) -    (67 )
Deferred and contingent acquisition consideration paid    -    -    (27 ) -    (27 )
Increase in finance-related receivables    -    -    115    -    115
Net cash inflow/(outflow) from investing activities    246    1,853    (2,328 ) (378 ) (607 )
Cash flows from financing activities
Proceeds from exercise of share options    45    -    -    -    45
Acquisition of non-controlling interests    -    -    (2 ) -    (2 )
Increase in interest-bearing loans, borrowings and finance leases    -    (195 ) 761    -    566
Net cash flow arising from derivative financial instruments    -    65    17    -    82
Repayment of interest-bearing loans, borrowings and finance leases    2    -    (887 ) -    (885 )
Dividends paid to equity holders of the Company    (298 ) -    -    -    (298 )
Dividends paid to non-controlling interests    -    -    (6 ) -    (6 )
Net cash outflow from financing activities    (251 ) (130 ) (117 ) -    (498 )
Increase/(decrease) in cash and cash equivalents    11    1,345    (1,070 ) -    286
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1 January    152    -    1,220    -    1,372
Translation adjustment    -    (11 ) 83    -    72
Increase/(decrease) in cash and cash equivalents    11    1,345    (1,070 ) -    286
Cash and cash equivalents at 31 December    163    1,334    233    -    1,730
~~CRH    177~~
~~Consolidated Financial Statements~~
   Year ended 31 December 2012
      Guarantor
€m              Issuer
€m Non-Guarantor
subsidiaries
€m
Eliminate and
reclassify
€m
CRH and
subsidiaries
€m
Cash flows from operating activities
Profit before tax    644    36    (368 ) 334    646
Finance costs (net)    -    (8 ) 313    -    305
Group share of subsidiaries’ loss/(profit) before tax    278    (28 ) -    (250 ) -
Share of equity accounted investments’ result    84    -    84    (84 ) 84
Profit on disposals    (2 ) -    (228 ) -    (230 )
Group operating profit/(loss)    1,004    -    (199 ) -    805
Depreciation charge    -    -    686    -    686
Amortisation of intangible assets    -    -    44    -    44
Impairment charge    -    -    28    -    28
Share-based payment expense    -    -    14    -    14
Other (primarily pension payments)    -    -    (152 ) -    (152 )
Net movement on working capital and provisions    -    3    (61 ) -    (58 )
Cash generated from operations    1,004    3    360    -    1,367
Interest paid (including finance leases)    -    (205 ) (266 ) 213    (258 )
Corporation tax paid    (1 ) (14 ) (109 ) -    (124 )
Net cash inflow/(outflow) from operating activities    1,003    (216 ) (15 ) 213    985
Cash flows from investing activities
Proceeds from disposals (net of cash disposed)    2    -    780    -    782
Interest received    -    213    16    (213 ) 16
Dividends received from equity accounted investments    -    -    35    -    35
Purchase of property, plant and equipment    -    -    (544 ) -    (544 )
Advances to subsidiary and parent undertakings    (653 ) (42 ) -    695    -
Acquisition of subsidiaries (net of cash acquired)    -    -    (418 ) -    (418 )
Other investments and advances    -    -    (56 ) -    (56 )
Deferred and contingent acquisition consideration paid    -    -    (30 ) -    (30 )
Net cash (outflow)/inflow from investing activities    (651 ) 171    (217 ) 482    (215 )
Cash flows from financing activities
Proceeds from exercise of share options    16    -    -    -    16
Acquisition of non-controlling interests    -    -    (2 ) -    (2 )
Advances from subsidiary and parent undertakings    -    -    695    (695 ) -
Increase in interest-bearing loans, borrowings and finance leases    -    -    487    -    487
Net cash flow arising from derivative financial instruments    -    25    (12 ) -    13
Repayment of interest-bearing loans, borrowings and finance leases    (1 ) (363 ) (30 ) -    (394 )
Dividends paid to equity holders of the Company    (362 ) -    -    -    (362 )
Dividends paid to non-controlling interests    -    -    (4 ) -    (4 )
Net cash (outflow)/inflow from financing activities    (347 ) (338 ) 1,134    (695 ) (246 )
Increase/(decrease) in cash and cash equivalents    5    (383 ) 902    -    524
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1 January    167    962    117    -    1,246
Translation adjustment    -    (9 ) (14 ) -    (23 )
Increase/(decrease) in cash and cash equivalents    5    (383 ) 902    -    524
Cash and cash equivalents at 31 December    172    570    1,005    -    1,747

~~CONSOLIDATED FINANCIAL STATEMENTS~~
~~33. Supplemental Guarantor Information~~~~continued~~
~~Supplemental Condensed Consolidated Statement of Cash Flow~~

   Year ended 31 December 2009

CRH
€m

CRHA
€m

Non-Guarantor
Subsidiaries
€m

Eliminate and
Reclassify
€m

CRH and
Subsidiaries
€m

Cash flows from operating activities

Profit before tax
   726    10    742    (746 ) 732
Finance costs (net)
   -    20    277    -    297
Group share of subsidiaries' profit before tax
   (668 ) (30 ) -    698    -
Group share of associates' profit after tax
   (48 ) -    (48 ) 48    (48 )
Profit on disposals
   -    -    (26 ) -    (26 )
Group operating profit
   10    -    945    -    955
Depreciation charge (including impairments)
   -    -    794    -    794
Amortisation of intangible assets (including impairments)
   -    -    54    -    54
Share-based payment expense
   (13 ) -    41    -    28
Other movements
   -    -    (37 ) -    (37 )
Net movement on working capital and provisions
   -    (25 ) 765    -    740
Cash generated from operations
   (3 ) (25 ) 2,562    -    2,534
Interest paid (including finance leases)
   -    (428 ) (274 ) 408    (294 )
Decrease in liquid investments
   -    -    65    -    65
Corporation tax paid
   (2 ) -    (102 ) -    (104 )
Net cash (outflow)/inflow from operating activities
   (5 ) (453 ) 2,251    408    2,201
Cash flows from investing activities

Proceeds from disposals (net of cash disposed)
   -    -    103    -    103
Interest received
   -    408    31    (408 ) 31
Dividends received from associates
   -    -    38    -    38
Purchase of property, plant and equipment
   -    -    (532 ) -    (532 )
Advances (to)/from subsidiary and parent undertakings
   (1,050 ) 92    958    -    -
Acquisition of subsidiaries and joint ventures (net of cash acquired)
   -    -    (174 ) -    (174 )
Other investments and advances
   -    -    (244 ) -    (244 )
Deferred and contingent acquisition consideration paid
   -    -    (37 ) -    (37 )
Increase in finance-related receivables
   -    -    (115 ) -    (115 )
Net cash (outflow)/inflow from investing activities
   (1,050 ) 500    28    (408 ) (930 )
Cash flows from financing activities

Proceeds from issue of shares (net)
   1,237    -    -    -    1,237
Proceeds form exercise of share options
   60    -    -    -    60
Increase in interest-bearing loans, borrowings and finance leases
   -    -    757    -    757
Net cash inflow arising from derivative financial instruments
   -    147    (131 ) -    16
Treasury/own shares purchased
   (2 ) -    -    -    (2 )
Repayment of interest-bearing loans, borrowings and finance leases
   1    (236 ) (2,266 ) -    (2,501 )
Dividends paid to equity holders of the Company
   (238 ) -    -    -    (238 )
Dividends paid to non-controlling interests
   -    -    (7 ) -    (7 )
Net cash inflow/(outflow) from financing activities
   1,058    (89 ) (1,647 ) -    (678 )
Increase/(decrease) in cash and cash equivalents
   3    (42 ) 632    -    593
Reconciliation of opening to closing cash and cash equivalents

Cash and cash equivalents at 1 January
   149    42    608    -    799
Translation adjustment
   -    -    (20 ) -    (20 )
Increase/(decrease) in cash and cash equivalents
   3    (42 ) 632    -    593
Cash and cash equivalents at 31 December
   152    -    1,220    -    1,372
~~34. Board Approval~~
~~The Board of Directors approved and authorised for issue the financial statements on pages 100 to 178 in respect of the year ended 31 December 2011 on 28 March 2012.~~
~~178    CRH~~
~~Shareholder Information~~
~~CRH    179~~
194      CRH
~~SHAREHOLDER INFORMATION~~

Shareholder Information
Page
~~Stock Exchange Listings~~
~~180~~
~~Share Ownership~~Stock Exchange Listings
   ~~181~~196
~~Dividends~~Ownership of Ordinary Shares
   ~~182~~197
~~Share Plans~~Major Shareholders
   ~~183~~197
~~American Depositary Shares~~Dividends
   ~~186~~198
~~Taxation~~Share Plans
   ~~188~~199
American Depositary Shares
200
Taxation
202
Memorandum and Articles of Association
   ~~190~~204
Financial Calendar
   ~~194~~206
Electronic Communications
   ~~194~~206
Principal Accountant Fees and Services
   ~~195~~207
Documents on Display
   ~~195~~207
CRH      195
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~

Shareholder Information
Stock Exchange Listings
CRH has a premium listing on the London Stock ~~Exchange. CRH’s~~Exchange and a secondary listing on the Irish Stock Exchange was re-classified from primary to secondary on 6 December 2011. As the Company retained its premium listing on the London Stock Exchange, the re-classification has no material effect on the shareholder rights and investor protections applicable to an interest in CRH.Exchange.
American Depositary Shares (“ADSs”), each representing one Ordinary Share, are listed on the New York Stock Exchange (“NYSE”). The ADSs are evidenced by American Depositary Receipts (“ADRs”) issued by The Bank of New York Mellon (the “Depositary”) as Depositary under an Amended and Restated Deposit Agreement dated 28 November 2006. Each ADS represents one Ordinary Share of the Company. The ticker symbol for the ADSs on the NYSE is CRH.
The following table sets forth, for the periods indicated, the reported high and low closing sales prices for the Ordinary Shares in euro on the Irish Stock Exchange from ~~2007~~2010 through 236 March ~~2012~~2015 and in Sterling on the London Stock Exchange from 6 December 2011 as(as the London Stock Exchange became CRH’s sole premium listing on that ~~date.~~date) through 6 March 2015. The table also sets forth, for the same periods, the high and low closing sale prices for the ADSs on the NYSE.

   Sterling per    Euro per    US Dollars
   Ordinary Share    Ordinary Share    per ADS
   Sterling per
Ordinary Share* Euro per
Ordinary Share* US Dollars
per ADS*    High    Low       High    Low       High       Low
   High Low High Low High    Low
Calendar Year

2007
   €34.44    €19.76    $ 48.01       $ 29.30
2008
   €24.50    €12.44    $ 37.78       $ 15.73
2009
   €20.70    €11.50    $ 30.53       $ 17.37
2010
   €22.00    €11.51    $ 29.43       $ 14.77          €22.00    €11.51       $29.43       $14.77
2011
   £12.80 ⁽ⁱ⁾ £11.09 ⁽ⁱ⁾ €17.00 ⁽ⁱⁱ⁾ €10.50 ⁽ⁱⁱ⁾ $ 24.95       $ 14.38       £12.80⁽ⁱ ⁾ £11.09⁽ⁱ ⁾    €17.00⁽ⁱⁱ ⁾ €10.50⁽ⁱⁱ ⁾    $24.95       $14.38
2012
   £14.09    £10.52       €16.79    €12.99       $22.20       $16.35
2013
   £16.17    £12.15       €19.30    €14.68       $26.26       $19.56
2014
   £17.88    £12.66       €21.82    €15.86       $29.72       $20.47
2010

2013

First Quarter
   €19.52    €16.42    $ 28.48       $ 22.65       £15.40    £12.15       €17.86    €14.68       $23.05       $19.56
Second Quarter
   €22.00    €16.73    $ 29.44       $ 20.79       £14.77    £12.59       €17.36    €14.81       $22.24       $19.62
Third Quarter
   €17.18    €11.51    $ 22.16       $ 14.76       £15.27    £12.92       €18.13    €15.19       $24.60       $19.86
Fourth Quarter
   €15.94    €11.64    $ 21.03       $ 16.26       £16.17    £14.19       €19.30    €16.85       $26.26       $23.26
2011

2014

First Quarter
   €17.00    €14.30    $ 23.60       $ 18.58       £17.88    £15.39       €21.82    €18.47       $29.72       $25.32
Second Quarter
   €16.75    €14.05    $ 24.95       $ 20.22       £17.75    £15.01       €21.40    €18.74       $29.71       $25.85
Third Quarter
   €15.48    €10.50    $ 22.56       $ 14.38       £15.55    £13.43       €19.58    €16.81       $26.77       $22.71
Fourth Quarter
   £12.80 ⁽ⁱ⁾ £11.09 ⁽ⁱ⁾ €15.36 ⁽ⁱⁱ⁾ €11.32 ⁽ⁱⁱ⁾ $ 20.22       $ 15.21       £15.79    £12.66       €20.04    €15.86       $24.52       $20.47
Recent Months

September 2011
   €12.60    €10.50    $ 17.85       $ 14.38
October 2011
   €14.16    €11.32    $ 20.22       $ 15.21
November 2011
   €14.25    €12.07    $ 19.15       $ 16.31
December 2011
   £12.80 ⁽ⁱ⁾ £11.09 ⁽ⁱ⁾ €15.36 ⁽ⁱⁱ⁾ €13.18 ⁽ⁱⁱ⁾ $ 19.82       $ 17.13
January 2012
   £13.40    £12.06    €16.20    €14.62    $ 20.89       $ 18.71
February 2012
   £13.77    £12.76    €16.22    €15.15    $ 21.69       $ 19.85
March 2012 (through 23 March 2012)
   £14.09    £12.63    €16.79    €15.09    $ 22.20       $ 19.93
September 2014
   £14.88    £13.85       €18.58    €17.47       $24.20       $22.81
October 2014
   £14.02    £12.66       €18.00    €15.86       $22.69       $20.47
November 2014
   £15.11    £13.52       €19.00    €17.00       $23.45       $21.45
December 2014
   £15.79    £14.21       €20.04    €17.85       $24.52       $22.17
January 2015
   £16.80    £14.71       €22.35    €18.73       $25.06       $22.51
February 2015
   £18.47    £17.18       €25.32    €22.97       $28.47       $25.80
March 2015

(through 6 March 2015)
   £18.13    £17.70       €24.98    €24.40       $28.20       $27.02

* ~~Ordinary Share and ADS data for 2007 and 2008 have been adjusted for the bonus element of the March 2009 Rights Issue by applying a factor of 1.1090.~~
(i)
The Sterling high and low closing prices displayed for 2011, based on the London Stock Exchange, are only for the period from 6 December 2011, from which date it became the sole premium listing.
(ii)
The euro high and low closing prices displayed for 2011 are for the entire period shown and based on the Irish Stock ~~Exchange. On 6 December 2011, the listing was re-classified from primary to secondary. The high and low euro closing prices only for the period to 6 December 2011 were:~~€~~17.00 and~~€~~10.50 for 2011;~~€~~14.30 and~~€~~11.32 for the fourth quarter of 2011; and~~€~~14.30 and~~€~~14.05 for December 2011.~~Exchange prices.
For further information on CRH shares see note 2928 to the Consolidated Financial Statements.

~~180    CRH~~
~~Shareholder Information~~

196      CRH
~~SHAREHOLDER INFORMATION~~Shareholder Information|continued
Ownership of Ordinary Shares
Shareholdings as at 31 December ~~2011~~2014

Geographic Location*
Number of shares
held
’000s
   % of total
Geographic Location¹
Number of
shares held
‘000s
   % of total
North America
   309,829       41.61
United Kingdom
   185,851       24.96
Europe/Other
   146,313       20.10       125,413       16.85
Retail
   87,458       11.75
Ireland
   41,855       5.75       32,198       4.32
North America
   312,722       42.96
Retail
   74,586       10.25
United Kingdom
   143,502       19.71
Treasury
   8,919       1.23       3,776       0.51
   727,897       100       744,525       100

*¹
This represents a best estimate of the number of shares controlled by fund managers resident in the geographic regions indicated. Private shareholders are classified as retail above.

Holdings    Number of
Shareholders    % of total    Number of
shares held
’000s    % of total
Number of
Shareholders
   % of total
Number of
shares held
‘000s
   % of total
1 - 1,000
   16,106       58.93       5,759       0.79       14,973       60.13       4,989       0.67
1,001 - 10,000
   9,566       35.00       27,888       3.83       8,375       33.63       24,431       3.28
10,001 - 100,000
   1,254       4.59       33,105       4.55       1,152       4.63       31,838       4.28
100,001 - 1,000,000
   319       1.17       107,144       14.72       310       1.24       109,383       14.69
Over 1,000,000
   85       0.31       554,001       76.11       93       0.37       573,884       77.08
   27,330       100       727,897       100       24,903       100       744,525       100
Major Shareholders
The Company is not owned or controlled directly or indirectly by any government or by any ~~other~~ corporation or by any other natural or legal person severally or jointly. The major shareholders do not have ~~different~~any special voting rights. As at ~~31 December 2011,~~6 March 2015, the Company had received notification of the following interests in its Ordinary share capital:


31 December 2011

31 December 2010

31 December 2009

Name
Holding/
Voting
Rights

% at
year
end

Holding/
Voting
Rights

% at
year
end
Holding/
Voting
Rights
% at
year
end

BlackRock, Inc.*
   28,961,677       4.02 % 28,235,082       3.98 % -       -
Capital Group International
   -       -    -       -    20,863,228       2.98 %
Capital Research and Management
Company (CRMC)**
   69,367,916       9.64 % 77,242,667       10.89 % 34,997,266       5.01 %
The Growth Fund of America (GFA)**
   -       -    -       -    28,597,372       4.09 %
Harbor International Fund
   21,999,275       3.05 % -       -    -       -
Norges Bank (The Central Bank of Norway)
   21,543,277       2.99 % 21,707,149       3.06 % -       -
Templeton Global Advisors Limited*
   21,503,171       2.99 % -       -    -       -
UBS AG
   26,380,604       3.66 % 26,380,604       3.72 % 26,380,604       3.77 %

6 March 2015

31 December 2014

31 December 2013

31 December 2012

Name
Holding/Voting
Rights

%
at period
end

Holding/Voting
Rights

%
at year
end

Holding/Voting
Rights

%
at year
end

Holding/Voting
Rights

%
at year
end

BlackRock, Inc.¹ 67,412,664    8.26    40,681,647    5.49    43,857,751    5.98    28,961,677    3.98
The Capital Group Companies, Inc. (“CGC”) -    -    -    -    -    -    35,763,581    4.92
Harbor International Fund 21,853,816    2.68    21,999,275    2.96    21,999,275    3.00    21,999,275    3.02
Legal & General Group Plc -    -    -    -    -    -    22,496,003    3.09
Norges Bank (The Central Bank of Norway) -    -    -    -    -    -    21,543,277    2.96
Templeton Global Advisors Limited 21,503,171    2.63    21,503,171    2.90    21,503,171    2.93    21,503,171    2.96
UBS AG 26,380,604    3.23    26,380,604    3.56    26,380,604    3.59    26,380,604    3.63

*¹
BlackRock, Inc. ~~and Templeton Global Advisors Limited have~~has advised that ~~their~~its interests in CRH shares arise by reason of discretionary investment management arrangements entered into by ~~them~~it or ~~their~~its subsidiaries.

** In early 2010, CRMC advised the Company that, with effect from 1 January 2010, it had been granted proxy voting authority by various Capital Group funds, including GFA, which previously voted independently from CRMC.
CRH      197
On 22 March 2012, CRMC advised the Company that its holding of shares was 64,159,830 shares (8.91%). As of 23 March 2012, the Company has not been advised of any other changes in the holdings set out above.
~~CRH    181~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~

Shareholder Information|continued
Purchases of Equity Securities by the Issuer and Affiliated Persons
There were no purchases of equity securities by the issuer and/or affiliated persons during the course of ~~2011.~~2014.
Dividends
The Company has paid dividends on its Ordinary Shares in respect of each fiscal year since the formation of the Group in 1970. Dividends are paid to shareholders as of record dates, which are determined by the Board of Directors. An interim dividend is normally declared by the Board of Directors in August of each year and is generally paid in October. A final dividend is normally recommended by the Board of Directors following the end of the fiscal year to which it relates and, if approved by the shareholders at an Annual General Meeting, is generally paid in May of that year.
Each ordinary shareholder in CRH holds an Income Share which is tied to each Ordinary Share and may only be transferred or otherwise dealt with in conjunction with that Ordinary Share. The payment of future cash dividends will be dependent upon future earnings, the financial condition of the Group and other factors.
The following table sets forth the amounts of interim, final and total dividends in euro cent per Ordinary Share declared in respect of each fiscal year indicated. Each amount represents the actual dividend payable. Solely for the convenience of the reader, these dividends have been translated into US cents per American Depositary Share (“ADS”) (each representing one Ordinary Share) using the FRB Noon Buying Rate on the date of payment. The final dividend, if approved at the forthcoming Annual General Meeting of shareholders to be held on 97 May ~~2012,~~2015, will be paid on 1412 May ~~2012~~2015 and will bring the full year dividend for ~~2011~~2015 to 62.50 ~~cent, with dividend cover of 1.3 times.~~cent. The proposed final dividend has been translated using the FRB Noon Buying Rate on 236 March ~~2012.~~2015.

   Euro cent       Translated into

Euro cent per ordinary share^a

Translated into US cents per ADS^a
   per ordinary share       US cents per ADS
Years ended 31 December    Interim    Final Total    Interim    Final    Total    Interim    Final    Total    Interim    Final    Total
2007
   18.03       43.28    61.31       26.11       66.69       92.80
2008
   18.48       43.74    62.22       23.44       59.43       82.87
2009
   18.50       44.00    62.50       27.46       58.79       86.25
2010
   18.50       44.00    62.50       25.64       62.23       87.87           18.50           44.00           62.50              25.64           62.23           87.87
2011
   18.50       44.00 ^b 62.50       25.43       58.36       83.79       18.50       44.00       62.50          25.43       58.36       83.79
2012
   18.50       44.00       62.50          24.09       57.18       81.27
2013
   18.50       44.00       62.50          25.52       60.54       86.06
2014
   18.50       44.00^a       62.50          23.45       47.76^a       71.21

^a ~~Dividend per share amounts for 2007 and 2008 have been adjusted for the bonus element of the March 2009 Rights Issue by applying a factor of 1.1090.~~
b
Proposed
Dividend Withholding Tax (DWT) must be deducted from dividends paid by an Irish resident company, unless a shareholder is entitled to an exemption and has submitted a properly completed exemption form to the Company’s Registrars, Capita ~~Registrars (Ireland) Limited.~~Asset Services (the “Registrars”). DWT applies to dividends paid by way of cash or by way of shares under a scrip dividend scheme and is deducted at the standard rate of Income Tax (currently 20%). Non-resident shareholders and certain Irish companies, trusts, pension schemes, investment undertakings and charities may be entitled to claim exemption from DWT. Copies of the exemption form may be obtained from ~~Capita~~the Registrars. Shareholders should note that DWT will be deducted from dividends in cases where a properly completed ~~exemption~~ form has not been received by the record date for a dividend. Individuals who are resident in the Republic of Ireland for tax purposes are not entitled to an exemption.
~~182    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
Shareholders who wish to have their dividend paid direct to a bank account, by electronic funds transfer, should complete the required dividend mandate form and submit it to the Registrars. A copy of the required form can be obtained from the shareholder services section of CRH website, www.crh.com, under “Equity Investors”. Alternatively, shareholders can contact ~~Capita~~the Registrars to obtain a mandate ~~form.~~form (see contact details on page 207). Tax vouchers will be sent to the shareholder’s registered address under this arrangement.
Dividends are generally paid in euro. However, in order to avoid costs to shareholders, dividends are paid in Sterling and US Dollars to shareholders whose shares are not held in the CREST system (see page 199) and whose address, according to the Share Register, is in the ~~United Kingdom~~UK and the United States respectively, unless they require otherwise.
AsDividends in respect of 7% ‘A’ Cumulative Preference Shares are paid half-yearly on 5 April and 5 October.
Dividends in respect of 5% Cumulative Preference Shares are paid half-yearly on 15 April and 15 October.
Shareholders have the ~~above arrangements can be inflexible for institutional shareholders, where~~option of taking their dividend in the form of shares under the Company’s Scrip Dividend Scheme.
198      CRH
Shareholder Information|continued
CREST
Transfer of the Company’s shares takes place through the CREST system. Shareholders have the choice of holding their shares in electronic form or in the form of share certificates.
Where shares are held in CREST, dividends are automatically paid in euro unless a currency election is made. CREST members should use the facility in CREST to make currency elections. Such elections must be made in respect of entire holdings as partial elections are not permissible.
~~Dividends in respect of 7% ‘A’ Cumulative Preference Shares are paid half-yearly on 5 April and 5 October.~~
~~Dividends in respect of 5% Cumulative Preference Shares are paid half-yearly on 15 April and 15 October.~~
~~CREST~~
~~Transfer of the Company’s shares takes place through the CREST system. Shareholders have the choice of holding their shares in electronic form or in the form of share certificates.~~
Share Plans
The Group operates share option schemes, performance share plans, share participation ~~plans~~schemes and savings-related share option schemes (the “Schemes”) for eligible employees in all regions where the regulations permit the operation of such ~~plans.~~schemes. A brief description of ~~these plans~~the Schemes is outlined below. Shares issued (whether by way of the allotment of new shares or the reissue of Treasury Shares) in connection with the Schemes rank pari passu in all respects with the Ordinary and Income shares of the Company.
2000 Share Option Schemes
At the Annual General Meeting held on 3 May 2000, ~~(the “Adoption Date”),~~ shareholders approved the adoption of Share Option Schemes (the “2000 ~~Share Option~~ Schemes”) to replace schemes which were approved in May 1990. The 2000 ~~Share Option~~ Schemes were replaced by new schemes in May 2010 (see below).
~~There are two elements to the 2000 Share Option Schemes, a “basic tier” and a “second tier”.~~
Details of the performance criteria applicable to ~~basic~~“basic tier” and ~~second tier~~“second tier” options granted under the 2000 ~~Share Option~~ Schemes in the 10ten years following the Adoption Date are contained in the ~~Report on~~ Directors’ Remuneration Report in table 39 on page ~~96.~~119.
Options may be exercised not later than ten years from the date of grant of the option, and not earlier than the expiration of three years from the date of grant for the basic tier and five years for the second tier. Benefits under the schemes are not pensionable. Shares issued (whether by way of the allotment of new shares or the reissue of Treasury Shares) in connection with exercises of options granted under the 2000 Share Option Schemes will rank pari passu in all respects with the Ordinary and Income shares of the Company.
2010 Share Option Schemes
At the Annual General Meeting held on 5 May 2010, shareholders approved the adoption of new share option schemes to replace the schemes which were approved in May 2000 (see above).
~~The~~ Following the approval by shareholders of the 2014 Performance Share Plan (see below), no further awards will be granted under the 2010 Share Option Schemes (the “2010 ~~Scheme”~~Schemes”). Consequently, the last award under the 2010 Schemes was made in 2013.
The 2010 Schemes are based on one tier of options with a single vesting test. The performance criteria for the 2010 ~~Scheme~~Schemes are EPS-based. Vesting will only occur once an initial performance target has been reached and, thereafter, will be dependent on performance. In considering the level of vesting based on EPS performance, the Remuneration Committee will also consider the overall results of the Group. Please refer to the ~~Report on~~ Directors’ Remuneration Report in table 32 on ~~pages 87 to 89~~page 116 in relation to the performance criteria for the 2010 ~~Scheme.~~Schemes.
~~CRH    183~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
~~Principal features~~
~~The Remuneration Committee oversees~~Subject to the ~~operation~~achievement of the ~~2010 Scheme. No option can~~EPS performance criteria, options may be ~~granted under the 2010 Scheme more~~exercised not later than ten years ~~after shareholders approve the scheme and no option can be exercised more than ten years after~~from the date of grant except that where the tenth anniversary falls within a period in which a participant is in possession of unpublished price sensitive information, the latest exercise date shall be extended until 14 days after the expiry of such period.
The 2010 Scheme is available for executive directors and employees of any participating company nominated by the Remuneration Committee. A person cannot be granted an option within two years of his/her agreed retirement date (as defined in the rules of the ~~2010 Scheme).~~
Inoption, and not earlier than the ~~ten~~expiration of three years ~~preceding any given day,~~from the ~~aggregate number~~date of shares in the Company committed for issue under all share schemes operated by the Company shall not exceed 10% of the shares in issue immediately prior to that day. In the ten years preceding any given day, the aggregate number of shares in the Company committed for issuegrant. Benefits under the ~~2010 Scheme shall not exceed 5% of the shares in issue immediately prior to that day. A flow rate of 3% over three years will apply for all CRH share~~ schemes ~~in operation.~~
Option exercises may be satisfied by the allotment of shares, the reissue of Treasury Shares, or the purchase of shares on the market by a third party trustee. Shares issued or reissued under the 2010 Scheme will rank pari passu in all respects with the Ordinary and Income Shares of the Company.
Annual grants are limited to a maximum of 200% of the individual’s remuneration (salary, bonus and benefit-in-kind). This may be exceeded, up to a maximum of 25% of the individual limit, in cases of superior levels of business performance as determined by the Remuneration Committee and in cases where the Committee determines that it is necessary for the recruitment or retention of key employees. Awards under the 2010 Scheme are not pensionable.
~~The 2010 Scheme provides for a single tier of options with a single vesting test.~~
Generally options lapse when a participant leaves the Group. However, where cessation occurs by reason of death, ill-health, or agreed retirement age, the participant may be granted a period of 12 months to exercise options after the relevant event. If an option has not vested, the Remuneration Committee may, at its discretion, determine that the 12 month period shall commence on the date on which the option becomes first exercisable. In these circumstances, the Committee may also decide that the option should be scaled down by reference to the performance of the participant and on a time apportioned basis. Such pro-ration of an option will, in general, apply unless the Committee determines that the circumstances warrant greater vesting. The Committee may, at its discretion, waive the performance criteria of the 2010 Scheme in which case the award will be scaled down by reference to the performance of the participant and on a time apportioned basis. Where cessation occurs for any other reason, the participant may be granted a period of six months to exercise options. If an option has not vested, in cases of redundancy or where a subsidiary ceases to be under the control of the Company, the Remuneration Committee may, at its discretion, determine that the six month period shall commence on the date on which the option becomes first exercisable. In these circumstances, the Committee may also decide that the option should be scaled down by reference to the performance of the participant and on a time apportioned basis. Such pro-ration of an option will, in general, apply unless the Committee determines that the circumstances warrant greater vesting. The Committee may, at its discretion, waive the performance criteria of the Scheme in which case the award will be scaled down by reference to the performance of the participant and on a time apportioned basis.
There is no automatic vesting in the event of a takeover, reconstruction, amalgamation, de-merger, scheme of arrangement or the winding-up of the Company. However, the Remuneration Committee may, at its discretion, allow options to vest early in these circumstances in full or in part. Proration of an option will, in general, apply unless the Committee determines that the circumstances warrant greater vesting.
~~184    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
In the event of a de-merger, special dividend or similar event or an alteration to the capital structure of the Company, including a capitalisation of reserves or a rights issue, unexercised options may be adjusted as the Remuneration Committee deems appropriate. Before exercising this discretion, the Committee will consult with the auditors in relation to the proposed adjustments.
Provided the purpose of the 2010 Scheme is not altered, the Remuneration Committee shall have authority to amend the 2010 Scheme in any manner it deems fit, except that amendments to the provisions relating to eligibility for participation, the maximum annual entitlement for any one participant, the limitation on the number of shares to be issued under the 2010 Scheme and the adjustment of options would require the prior approval of shareholders.
2000 Savings-related Share Option Schemes
At the Annual General Meeting held on 3 May 2000, shareholders approved the adoption of savings-related share option schemes. CRH Group schemes were subsequently established in the Republic of Ireland and the United Kingdom (the “2000 Savings-related Share Option Schemes”), under which eligible subsidiary companies of the Group were nominated as participating subsidiaries. No further options will be granted under the 2000 Savings-related Share Option Schemes as those schemes were replaced by new savings-related share option schemes in May 2010 (see below).
Shares issued* in connection with exercises of options granted under the 2000 Savings-Related Share Option Schemes will rank pari passu in all respects with the Ordinary and Income shares of the Company.
At 236 March ~~2012, 1,678,731~~2015, 2,158,570 Ordinary Shares have been issued*issued¹ pursuant to the 2000 ~~Savings-Related~~Savings-related Share Option Schemes.
2010 ~~Savings-Related~~Savings-related Share Option Schemes
At the Annual General Meeting held on 5 May 2010, ~~(the “Adoption Date”),~~ shareholders approved the adoption of savings-related share option ~~schemes. It is intended~~schemes (the “2010 Savings-related Share Option Scheme”) to ~~grant options in 2011 under CRH Group Schemes established in~~replace the ~~Republic of Ireland and the United Kingdom to nominated eligible subsidiary companies of the Group.~~
~~Principal features~~
~~Shares issued* under the 2010~~2000 Savings-related Share Option ~~Schemes will rank pari passu in all respects with the Ordinary and Income Shares of the Company.~~
~~Benefits under the scheme will not be pensionable.~~Schemes.
All employees of a participating subsidiary in the Republic of Ireland or United Kingdom, who have satisfied a required qualifying period, ~~will be~~are invited to ~~participate.~~participate in this scheme.
Eligible employees who wish to participate in the scheme ~~will~~ enter into a savings contract with a nominated savings institution, for a three or a five year period, to save a maximum of€500 or ~~Stg~~£~~250,~~Stg£500, as appropriate, per month.
¹
Whether by way of the allotment of new shares or the reissue of Treasury Shares.
CRH      199
Shareholder Information | continued
At the commencement of each contract period employees ~~will be~~are granted an option to acquire Ordinary Shares in the Company at an option price which is equal to the amount proposed to be saved plus the bonus payable by the nominated savings institution at the end of the savings period. The price payable for each Ordinary Share under an option will be not less than the higher of par or 75% (or in the case of the ~~U.K.~~UK scheme 80%) of the ~~middle-market quotation~~market value of a share on the ~~Stock Exchange at~~day the ~~time~~invitation to apply for the option is ~~granted.~~issued.
On completion of the savings contract, employees may use the amount saved, together with the bonus earned, to exercise the option.
* ~~Whether by way of the allotment of new shares or the reissue of Treasury Shares.~~
~~CRH    185~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
In the ten years preceding any given day, the aggregate number of shares in the Company committed for issue under all share schemes operated by the Company shall not exceed 10% of the shares in issue immediately prior to that day.
In the event of any variation to the capital structure or reserves of the Company, including a capitalisation of reserves, rights issue, sub-division, consolidation, reduction or otherwise, unexercised options may be adjusted, subject to consulting with the auditors in relation to the proposed amendment and receiving prior written approval from the relevant revenue authorities.
The provisions relating to eligibility, limitation on number of shares to be issued under the scheme, maximum entitlement for any one participant, the basis of individual entitlement or the adjustment of grants in the event of a variation in share capital may not be altered to the advantage of participants without the prior approval of shareholders, except for minor amendments to benefit the administration of the scheme, to take account of a change in legislation or to obtain or maintain favourable tax, exchange control or regulatory treatment for any Group company or any participant.
No139,239 Ordinary Shares have been issued*issued¹ pursuant to the 2010 ~~Savings-Related~~Savings-related Share Option Schemes to date.
Share Participation Schemes
At the Annual General Meeting on 13 May 1987, the shareholders approved the establishment of Share Participation Schemes for the Company, its subsidiaries and companies under its control. Directors and employees of the companies who have at least one year’s service may elect to participate in these Share Participation Schemes. At 236 March ~~2012, 7,166,400~~2015, 7,551,453 Ordinary Shares have been issued*issued¹ pursuant to the Share Participation Schemes.
2006 Performance Share Plan
See the Directors’ Remuneration Report on page 114 for more details. The 2006 Performance Share Plan (the “2006 PSP”) has been replaced by the 2014 Performance Share Plan (the “2014 PSP”, see below), which was approved by shareholders at the 2014 Annual General Meeting. Consequently, the last award under the 2006 PSP was made in 2013.
2014 Performance Share Plan
The 2014 PSP was approved by shareholders at the Annual General Meeting on 7 May 2014. It replaces the 2010 Share Option Schemes and the 2006 PSP. See the Directors’ Remuneration ~~pages 86~~Report on page 112 for more details.
Restricted Share Plan
In 2013, the Board approved the adoption of the 2013 Restricted Share Plan (the “2013 RSP”). Under the rules of the 2013 RSP, certain senior executives (excluding executive Board Directors) received a conditional award of shares in 2013 on a time-vested basis. As (i) executive Directors were excluded from the award and ~~87.~~(ii) no shares were allotted or re-issued to satisfy the awards, the listing rules of the London and Irish Stock Exchanges did not require shareholder approval of the 2013 RSP.
During 2013, the Employee Benefit Trust purchased 391,250 shares on behalf of CRH plc in respect of awards under the 2013 RSP. No further awards will be made under the 2013 RSP.
American Depositary Shares
Fees and charges payable by a holder of American Depositary Shares (“ADSs”)
The Depositary collects fees for delivery and surrender of ADSs directly from investors or from intermediaries acting for them depositing shares or surrendering ADSs for the purpose of withdrawal. The Depositary collects fees for making distributions to investors by deducting those fees from the amounts distributed or by selling a portion of distributable property to pay the fees. The Depositary may generally refuse to provide fee-attracting services until its fees for those services are paid.

¹
Whether by way of the allotment of new shares or the reissue of Treasury Shares.
200      CRH
Shareholder Information| continued
Persons depositing or withdrawing
shares must pay:
   For:
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs)
•   Issuance of ADSs, including issuances resulting from a distribution of shares or rights or other property

•   Cancellation of ADSs for the purpose of withdrawal, including if the deposit agreement terminates
$5.00 (or less) per 100 ADSs (or portion of 100 ADSs) (A fee equivalent to the fee that would be payable if securities distributed had been shares and the shares had been deposited for issuance of ADSs)
•   Distribution of deposited securities by the Depositary to ADS registered holders
~~186    CRH~~
* ~~Whether by way of the allotment of new shares or the reissue of Treasury Shares.~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
~~Persons depositing or withdrawing~~
~~shares must pay:~~ ~~For:~~
Applicable Registration or transfer fees
•   Transfer and registration of shares on our share register to or from the name of the Depositary or its agent when the holder deposits or withdraws shares
Applicable Expenses of the Depositary

•   Cable, telex and facsimile transmissions

•   Converting foreign currency to US Dollars
Applicable Taxes and other governmental charges the Depositary or the custodian have to pay on any ADS or share underlying an ADS, for example, stock transfer taxes, stamp duty or withholding taxes
•   As necessary
Fees and direct and indirect payments made by the Depositary to the Company
The Bank of New York Mellon, as Depositary, has agreed to reimburse certain Company expenses related to the Company’s ADS programme and incurred by the Company in connection with the ADS programme. For the year ended 31 December ~~2011~~2014 the Depositary reimbursed to the Company, or paid amounts on its behalf to third parties, a total sum of ~~$85,940.~~$175,192.
The table below sets forth the category of expense that the Depositary has agreed to reimburse the Company and the amounts reimbursed for the year ended 31 December ~~2011:~~2014:

Category of expense reimbursed to the Company    Amount reimbursed for the
year ended
31 December 2011
NYSE listing fees¹
   $ 38,000
Total
   $ 38,000

1 ~~Reimbursement~~
Category of expense reimbursed to the Company
Amount reimbursed for ~~$38,000 of~~ the ~~2011~~
year ended
31 December 2014
NYSE listing fees ~~was received from the Depositary on 17 March 2011.~~
$98,345
Investor relations expenses
$37,580
Total
$135,925
The table below sets forth the types of expenses that the Depositary has paid to third parties and the amounts reimbursed for the year ended 31 December ~~2011:~~2014:

Category of expense waived or paid directly to third parties    Amount reimbursed for the
year ended 31 December
2011
Printing, distribution and administration costs paid directly to Broadridge in connection with US shareholder communications and AGM related expenses in connection with the ADS program²    $ 47,940
Total
   $ 47,940

2
Category of expense waived or paid directly to third parties
Amount reimbursed for the
year ended
31 December 2014
Printing, distribution and administration costs paid directly to third parties in connection with US shareholder communications and AGM related expenses in connection with the ADS program¹
$39,267
Total
$39,267
¹
During ~~2011, $47,940~~2014, $39,267 was paid by the Depositary to ~~Broadridge,~~third parties, relating to services provided in ~~2011. The Broadridge~~2014. These fees are SEC approved.
CRH      201
Shareholder Information| continued
The Depositary has also agreed to waive fees for standard costs associated with the administration of the ADS ~~program~~programme and has paid certain expenses directly to third parties on behalf of the Company.
Under certain circumstances, including removal of the Depositary or termination of the ADS ~~program~~programme by the Company before November ~~2012,~~2016, the Company is required to repay the Depositary, up to a maximum of ~~$100,000,~~$250,000, the amounts waived, reimbursed and/or expenses paid by the Depositary to or on behalf of the Company.
~~CRH    187~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
Taxation
The following summary outlines the material aspects of US federal income and Republic of Ireland tax law regarding the ownership and disposition of ADSs or Ordinary Shares. Because it is a summary, holders of ADSs or Ordinary Shares are advised to consult their tax advisors with respect to the tax consequences of their ownership or disposition. This summary does not take into account the specific circumstances of any particular holders (such as tax-exempt entities, certain insurance companies, broker-dealers, traders in securities that elect to mark-to-market, investors liable for alternative minimum tax, investors that actually or constructively own 10% or more of the stock of the Company (by vote or value), investors that hold Ordinary Shares or ADSs as part of a straddle or a hedging or conversion transaction, investors that hold Ordinary Shares or ADSs as part of a wash sale for tax purposes or investors whose functional currency is not the US Dollar), some of which may be subject to special rules. In addition, if a partnership holds the Ordinary Shares or ADSs, the US federal income tax treatment of a partner will generally depend on the status of the partner and the tax treatment of the partnership and may not be described fully below. Holders of ADSs or Ordinary Shares are advised to consult their tax advisors with respect to US federal, state and local, Republic of Ireland and other tax consequences of owning and disposing of Ordinary Shares and ADSs in their particular circumstances, and in particular whether they are eligible for the benefits of the Income Tax Treaty (as defined below) in respect of their investment in the Ordinary Shares or ADSs.
The statements regarding US and Irish laws set forth below are based, in part, on representations of the Depositary and assume that each obligation in the Deposit Agreement and any related agreement will be performed in accordance with their terms.
This section is based on the Internal Revenue Code of 1986, as amended, its legislative history, existing and proposed US Treasury regulations, published rulings and court decisions, and the laws of the Republic of Ireland all as currently in effect, as well as the Convention between the Government of the United States of America and the Government of Ireland for the Avoidance of Double Taxation and the Prevention of Fiscal Evasion with Respect to Taxes on Income and Capital Gains (the “Income Tax Treaty”). These laws are subject to change, possibly on a retroactive basis.
~~Holders~~In general, holders of ADSs will be treated as the owners of Ordinary Shares represented thereby for the purposes of the Income Tax Treaty and for US federal income tax purposes. Exchanges of Ordinary Shares for ADSs, and ADSs for Ordinary Shares, generally will not be subject to US federal income or Irish tax.
As used herein, the term “US holder” means a beneficial owner of an ADS or Ordinary Share who (i) is a US citizen or resident, a US corporation, an estate whose income is subject to US federal income tax regardless of its source, or a trust if a US court can exercise primary supervision over the trust’s administration and one or more US persons are authorised to control all substantial decisions of the trust, and (ii) is not a resident of, or ordinarily resident in, the Republic of Ireland for purposes of Irish taxes.
Taxation of Dividends paid to US Holders
Under general Irish tax law, US holders are not liable for Irish tax on dividends received from the Company. On the payment of dividends, the Company is obliged to withhold a Dividend Withholding Tax (“DWT”). The statutory rate at present is 20% of the dividend payable. Dividends paid by the Company to a US tax resident individual will be exempt from DWT, provided the following conditions are met:

1. the individual (who must be the beneficial owner) is resident for tax purposes in the US (or any country with which Ireland has a double tax treaty) and neither resident nor ordinarily resident in Ireland; and

2. the individual signs a declaration to the Company, which states that he/she is a US tax resident individual at the time of making the declaration and that he/she will notify the Company in writing when he/she no longer meets the condition in (1) above; or

3. the individual provides the Company with a certificate of tax residency from the US tax authorities.
Dividends paid by the Company to a US tax resident company (which must be the beneficial owner) will be exempt from DWT, provided the following conditions are met:
202      CRH
Shareholder Information| continued

1. the recipient company is resident for tax purposes in the US (or any country with which Ireland has a double tax treaty) and not under the control, either directly or indirectly, of Irish resident persons; and

2. the recipient company is not tax resident in Ireland; and

3. the recipient company provides a declaration to the Company, which states that it is entitled to an exemption from DWT, on the basis that it meets the condition in (1) above at the time of making the declaration, and that it will notify the Company when it no longer meets the condition in (1) above.
~~188    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
For US federal income tax purposes, and subject to the passive foreign investment company (“PFIC”) rules discussed below, US holders will include in gross income the gross amount of any dividend paid by the Company out of its current or accumulated earnings and profits (as determined for US federal income tax purposes) as ordinary income when the dividend is actually or constructively received by the US holder, in the case of Ordinary Shares, or by the Depositary, in the case of ADSs. Any Irish tax withheld from this dividend payment must be included in this gross amount even though the amount withheld is not in fact received. Dividends paid to non-corporate US holders ~~in taxable years beginning before 1 January 2013~~ that constitute qualified dividend income will be ~~subject~~taxed at the preferential rates applicable to ~~a maximum tax rate of 15%~~long-term capital gains provided certain holding period requirements are met. Dividends the Company pays with respect to Ordinary Shares or ADSs generally will be qualified dividend income. Dividends will not be eligible for the ~~dividends-received~~dividends received deduction generally allowed to US corporations in respect of dividends received from other US corporations.
The amount of the dividend distribution includable in income of a US holder will be the US Dollar value of the euro payments made, determined at the spot euro/US Dollar rate on the date such dividend distribution is includable in the income of the US holder, regardless of whether the payment is in fact converted to US Dollars. Generally any gain or loss resulting from currency exchange fluctuations during the period from the date the dividend payment is includable in income to the date such payment is converted into US Dollars will be treated as ordinary income or loss and will not be eligible for the special tax rate applicable to qualified dividend income. Such gain or loss will generally be income or loss from sources within the US for foreign tax credit limitation purposes.
Distributions in excess of current and accumulated earnings and profits, as determined for US federal income tax purposes, will be treated as a non-taxable return of capital to the extent of the US holder’s basis in the Ordinary Shares or ADSs and thereafter as capital gain. However, the Company does not calculate earnings and profits in accordance with US federal income tax principles. Accordingly, US holders should expect to generally treat distributions the Company makes as dividends.
For foreign tax credit limitation purposes, dividends the Company pays with respect to Ordinary Shares or ADSs will be income from sources outside the US, and will, depending on your circumstances, be either “passive” or “general” income for purposes of computing the foreign tax credit allowable to a US holder. Any Irish tax withheld from distributions will not be eligible for a foreign tax credit to the extent an exemption from the tax withheld is available to the US ~~Holder.~~holder.
Capital Gains Tax
A US holder will not be liable for Irish tax on gains realised on the sale or other disposition of ADSs or Ordinary Shares unless the ADSs or Ordinary Shares are held in connection with a trade or business carried on by such holder in the Republic of Ireland through a branch or agency. A US holder will be liable for US federal income tax on such gains in the same manner as gains from a sale or other disposition of any other shares in a company. Subject to the PFIC rules below, US holders who sell or otherwise dispose of Ordinary Shares or ADSs will recognise capital gain or loss for US federal income tax purposes equal to the difference between the US Dollar value of the amount realised on the sale or disposition and the tax basis, determined in US Dollars, in the Ordinary Shares or ADSs. Capital gains of a non-corporate US holder are generally taxed at a preferential rate where the holder has a holding period greater than one year, and the capital gain or loss will generally be US source for foreign tax credit limitation purposes.
Capital Acquisitions Tax (Estate/Gift Tax)
Although non-residents may hold Ordinary Shares, the shares are deemed to be situated in the Republic of Ireland, because the Company is required to maintain its Share Register in the Republic of Ireland for Irish Capital Gains Tax purposes. Accordingly, holders of Ordinary Shares may be subject to Irish gift or inheritance tax, notwithstanding that the parties involved are domiciled and resident outside the Republic of Ireland. Certain exemptions apply to gifts and inheritances depending on the relationship between the donor and donee.
Under the Ireland-US Estate Tax Treaty with respect to taxes on the estates of deceased persons, credit against US federal estate tax is available in respect of any Irish inheritance tax payable in respect of transfers of Ordinary Shares.

~~CRH    189~~
CRH      203
~~Shareholder Information~~

~~SHAREHOLDER INFORMATION~~Shareholder Information| continued
Additional Federal US Income Tax Considerations
The Company believes that Ordinary Shares and ADSs should not be treated as stock of a PFIC for US federal income tax purposes, but this conclusion is a factual determination that is made annually and thus may be subject to change. If the Company is treated as a PFIC and you are a US holder that did not make a mark-to-market election, you will be subject to special rules with respect to any gain you realise on the sale or other disposition of your Ordinary Shares or ADSs and any excess distribution that the Company makes to you. Generally, any such gain or excess distribution will be allocated ratably over your holding period for the Ordinary Shares or ADSs, the amount allocated to the taxable year in which you realised the gain or received the excess distribution will be taxed as ordinary income, the amount allocated to each prior year will be generally taxed as ordinary income at the highest tax rate in effect for each such year, and an interest charge will be applied to any tax attributable to such gain or excess distribution for the prior years. With certain exceptions, Ordinary Shares or ADSs will be treated as stock in a PFIC if the company was a PFIC at any time during the investor’s holding period in the Ordinary Shares or ADSs. In addition, dividends that you receive from the Company will not constitute qualified dividend income to you if the Company is deemed to be a PFIC either in the taxable year of the distribution or the preceding taxable year, but instead will be taxable at rates applicable to ordinary income.
Stamp Duty
Section 90 Stamp Duties Consolidation Act 1999 exempts from Irish stamp duty transfers of ADSs where the ADSs are dealt in and quoted on a recognised stock exchange in the US and the underlying deposited securities are dealt in and quoted on a recognised stock exchange. The Irish tax authorities regard NASDAQ and the NYSE as recognised stock exchanges. Irish stamp duty will be charged at the rate of 1% of the amount or value of the consideration on any conveyance or transfer on sale of Ordinary Shares (exemption generally available in the case of single transfers with a value of less than€1,000).
Memorandum and Articles of Association
The Company’s Memorandum of Association sets out the objects and powers of the Company. The Articles of Association detail the rights attaching to each share class; the method by which the Company’s shares can be purchased or reissued; the provisions which apply to the holding of and voting at general meetings; and the rules relating to the Directors, including their appointment, retirement, re-election, duties and powers.
A copy of the current Memorandum and Articles of Association can be obtained from the Group’s website,~~www.crh.com~~. www.crh.com.
The following summarises certain provisions of CRH’s Memorandum and Articles of Association and applicable Irish law.
Objects and Purposes
CRH is incorporated under the name CRH public limited company and is registered in Ireland with registered number 12965. Clause 4 of CRH’s ~~memorandum~~Memorandum of ~~association~~Association provides that its objects include the business of quarry masters and proprietors, lessees and workers of quarries, sand and gravel pits, mines and the like generally; the business of road-makers and contractors, building contractors, builders merchants and providers and dealers in road making and building materials, timber merchants; and the carrying on of any other business calculated to benefit CRH. The memorandum grants CRH a range of corporate capabilities to effect these objects.
Directors
The Directors manage the business and affairs of CRH.
Directors who are in any way, whether directly or indirectly, interested in contracts or other arrangements with CRH must declare the nature of their interest at a meeting of the Directors, and, subject to certain
~~190    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
exemptions, may not vote in respect of any contract or arrangement or other proposal whatsoever in which they have any material interest other than by virtue of their interest in shares or debentures in the Company. However, in the absence of some other material interest not indicated below, a Director is entitled to vote and to be counted in a quorum for the purpose of any vote relating to a resolution concerning the following matters:

the giving of security or indemnity with respect to money lent or obligations taken by the Director at the request or for the benefit of the Company;

the giving of security or indemnity to a third party with respect to a debt or obligation of the Company which the Director has assumed responsibility for under a guarantee, indemnity or the giving of security;

any proposal under which the Director is interested concerning the underwriting of Company shares, debentures or other securities;

204      CRH
Shareholder Information| continued
any other proposal concerning any other company in which the Director is interested, directly or indirectly (whether as an officer, shareholder or otherwise) provided that the Director is not the holder of 1% or more of the voting interest in the shares of such company; and

proposals concerning the modification of certain retirement benefits under which the Director may benefit and which have been approved or are subject to approval by the Irish Revenue Commissioners.
The Directors may exercise all the powers of the Company to borrow money, except that such general power is restricted to the aggregate amount of principal borrowed less cash balances of the Company and its subsidiaries not exceeding an amount twice the aggregate of (a) the share capital of the Company; and (b) the amount standing to the credit of retained income, foreign currency translation reserve and other reserves, capital grants, deferred taxation and non-controlling interest; less any repayable ~~Government~~government grants; less (c) the aggregate amount of Treasury Shares and own shares held by the Company.
The Company in general meeting from time to time determines the fees payable to the Directors. The CRH Board may grant special remuneration to any of its number who being called upon, shall render any special or extra services to the Company or go or reside abroad in connection with the conduct of any of the affairs of the Company.
The qualification of a Director is the holding alone and not jointly with any other person of 1,000 Ordinary Shares in the capital of the Company.
No person may be appointed a Director of the Company who has attained the age of sixty-five years and a Director shall vacate office at the next Annual General Meeting after they attain the age of sixty-eight years; however, a person may be appointed as a Director after attaining the age of sixty-five years and a Director may continue in office and will not be required to retire upon attaining the age of sixty-eight years if the continuance as a Director is approved by a Resolution of the Directors. At the upcoming Annual General Meeting, the approval of shareholders will be sought to delete this provision; see 2012 changes below.
Voting ~~rights~~Rights
The Articles provide that, at shareholders’ meetings, holders of Ordinary Shares, either in person or by proxy, are entitled on a show of hands to one vote and on a poll to one vote per share. No member is entitled to vote at any general meeting unless all calls or other sums immediately payable in respect of their shares in the Company have been paid.
Laws, Decrees or other Regulations
There are no restrictions under the Memorandum and Articles of Association of the Company or under Irish law that limit the right of non-Irish residents or foreign owners freely to hold their Ordinary Shares or to vote their Ordinary Shares.
~~CRH    191~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
Liquidation Rights/Return of Capital
In the event of the Company being wound-up, the liquidator may, with the sanction of a shareholders’ special resolution, divide among the holders of the Ordinary Shares the whole or any part of the net assets of the Company (after the return of capital and payment of accrued dividends on the preference shares) in cash or in kind, and may set such values as he deems fair upon any property to be so divided and determine how such division will be carried out. The liquidator may, with a like sanction, vest such assets in trust as he thinks fit, but no shareholders will be compelled to accept any shares or other assets upon which there is any liability.
Variation in Class Rights
Subject to the provisions of the Irish Companies Acts, the rights attached to any class of shares may be varied with the consent in writing of the holders of not less than three-fourths in nominal value of the issued shares of that class, or with the sanction of a special resolution passed at a separate general meeting of the holders of those shares.
Disclosure of Shareholders’ Interests
A shareholder may lose the right to vote by not complying with any statutory notice or notice pursuant to Article 14 of the Articles of Association given by the Company requiring an indication in writing of: (a) the capacity in which the shares are held or any interest therein; (b) the persons who have an interest in the shares and the nature of their interest; or (c) whether any of the voting rights carried by such shares are the subject of any agreement or arrangement under which another person is entitled to control the shareholder’s exercise of these rights.
Issue of Shares
Subject to the provisions of the Irish Companies Acts and the Articles of Association, the issue of shares is at the discretion of the Directors.
Dividends
Shareholders may by ordinary resolution declare final dividends and the Directors may declare interim dividends but no final dividend may be declared in excess of the amount recommended by the Directors and no dividend may be paid otherwise than out of income available for that purpose in accordance with the Irish Companies Acts. There is provision to offer scrip dividends in lieu of cash. The preference shares rank for fixed rate dividends in priority to the Ordinary and Income Shares for the time being of the
CRH      205
Shareholder Information| continued
Company. Any dividend which has remained unclaimed for twelve years from the date of its declaration shall, if the Directors so decide, be forfeited and cease to remain owing by the Company.
Meetings
Shareholder meetings may be convened by majority vote of the Directors or requisitioned by shareholders holding not less than 5% of the voting rights of the Company. A quorum for a general meeting of the Company is constituted by five or more shareholders present in person and entitled to vote. The passing of resolutions at a meeting of the Company, other than special resolutions, requires a simple majority. A special resolution, in respect of which not less than 21 days’ notice in writing must be given, requires the affirmative vote of at least 75% of the votes cast.
~~5% Cumulative~~ Preference Shares
~~The holders~~Details of the 5% ~~Cumulative Preference Shares are entitled to a fixed cumulative preferential dividend at a rate of 5% per annum~~ and priority in a winding-up to repayment of capital, but have no further right to participate in profits or assets and are not entitled to be present or vote at general meetings unless their dividend is six months in arrears or a resolution is proposed for the winding-up of the Company or otherwise affecting their rights and privileges. Dividends on the 5% Cumulative Preference Shares are payable half yearly on 15 April and 15 October in each year.
~~192    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
~~7% ‘A’ Cumulative Preference Shares~~
~~The holders of the~~ 7% ‘A’ Cumulative Preference Shares are ~~entitled to a fixed cumulative preference dividend at a rate of 7% per annum, and priority~~disclosed in ~~a winding-up to repayment of capital, both subject~~note 28 to the rights of the holders of the 5% Cumulative Preference Shares but have no further right to participate in profits or assets and are not entitled to be present or vote at general meetings unless their dividend is six months in arrears or a resolution is proposed for, among others, the winding-up of the Company, the reduction of the capital of the Company or the abrogation of any special rights or privileges of any preference shares. Dividends on the 7% ‘A’ Cumulative Preference Shares are payable half yearly on 5 April and 5 October in each year.Consolidated Financial Statements.
Use of ~~electronic communication~~Electronic Communication
Whenever the Company, a Director, the Secretary, a member or any officer or person is required or permitted by the Articles of Association to give information in writing, such information may be given by electronic means or in electronic form, whether as electronic communication or otherwise, provided that the electronic means or electronic form has been approved of by the Directors.
~~2012~~2015 Changes
At the Annual General Meeting to be held on 97 May ~~2012,~~2015, the approval of shareholders will be sought for proposed changes to the Memorandum and Articles of Association, which will become effective on commencement of the Companies Act 2014 (currently expected to be 1 June 2015), as follows:
Resolution 914 to be proposed at the Annual General Meeting is a special resolution and seeks ~~shareholders’~~shareholder approval for certain changes to the ~~Articles~~Memorandum of Association. The proposed amendments, if approved, will update the statutory references in the Memorandum of Association ~~following~~in order to be consistent with the ~~Company’s recent listing changes and changes to Irish Company Law relating to the purchase of own shares. The proposed changes, if approved, will:~~Companies Act 2014.
~~(i)~~ update Article 8A to enable the Company to purchase its own shares on the London Stock Exchange, which is now a prescribed Stock Exchange for the purpose of Section 212 of the Companies Act 1990. The Directors do not have any current intention of exercising the power to purchase the Company’s own shares and will only do so if they consider it to be in the best interests of the Company and its shareholders;
~~(ii)~~ update Article 8B so that the minimum and maximum prices at which Treasury Shares may be re-issued can also be calculated in Sterling (GB) pence by reference to trading on the London Stock Exchange. Currently, these prices can only be calculated in euro by reference to trading on the Irish Stock Exchange;
~~(iii)~~ provide the Directors with the flexibility, if they determine that it is appropriate, to set the price for scrip shares, issued in lieu of cash dividends, in Sterling (GB) pence by reference to trading on the London Stock Exchange. However, as dividends are paid in euro, it is envisaged that the Directors will continue to set the price in euro by reference to trading on the Irish Stock Exchange. The proposed amendment will also provide a standard formula for calculating the price of scrip shares on both Exchanges;
~~(iv)~~ ~~update Article 145 to reflect the broader requirements to make the Company’s annual report available than is covered by the wording of the existing Article.~~
Resolution 1015 to be proposed at the Annual General Meeting is a special resolution and seeks ~~shareholders’~~shareholder approval for certain changes to ~~remove the provisions in~~ the Articles of Association which set an age limit for Directors. Under Article 91, no person can be appointed as a Director if they have reached age 65 and the office of Director must be vacated on reaching age 68, unless the Directors pass a resolution to waive these requirements.Association. The ~~amendment,~~proposed changes, if approved, will remove a restriction that applies solely to a person’s age and reflect the fact that, in accordance with modern governance practice, all Directors go forward for re-election at each Annual General Meeting.will:

~~CRH    193~~
~~Shareholder Information~~
(i)
update Article 1 to disapply the optional sections of the Companies Act 2014, many of which deal with matters already specified in the Company’s Articles of Association;

~~SHAREHOLDER INFORMATION~~
(ii)
update all references to sections in the existing Companies Acts to their equivalent provision in the Companies Act 2014; and

~~Financial calendar~~
(iii)
insert a new Article 96(d), which requires directors to seek approval of the Board before making a commitment which could require them to restrict their independent judgement and permits these types of arrangements where they have been approved by the Board or pursuant to an authority delegated by the Board.

Financial Calendar
Announcement of final results for ~~2011~~
2014    2826 February ~~2012~~2015
Ex-dividend date
   75 March ~~2012~~2015
Record date for dividend
   96 March ~~2012~~2015
Extraordinary General Meeting 19 March 2015
Latest date for receipt of scrip forms
   2624 April ~~2012~~2015
Interim Management Statement
   96 May ~~2012~~2015
Annual General Meeting
   97 May ~~2012~~2015

Dividend payment date and first day of dealing in scrip dividend shares    1412 May ~~2012~~2015
Announcement of interim results for ~~2012~~
2015    1427 August ~~2012~~2015
Interim Management Statement
   1319 November ~~2012~~2015

Electronic ~~communications~~Communications
Following the introduction of the 2007 Transparency Regulations, and in order to adopt a more environmentally friendly and cost effective approach, the Company provides the Annual Report to
206      CRH
Shareholder Information| continued
shareholders electronically via the CRH website,www.crh.com,, and only sends a printed copy to those shareholders who specifically request a copy. Shareholders who choose to do so can receive other shareholder communications, for example, notices of general meetings and shareholder circulars, electronically. However, shareholders will continue to receive printed proxy forms, dividend documentation and, if the Company deems it appropriate, other documentation by post. Shareholders can alter the method by which they receive communications by contacting ~~Capita~~the Registrars.
Electronic ~~proxy voting~~Proxy Voting
Shareholders may lodge a proxy form for the ~~2012~~2015 Annual General Meeting ~~electronically. Shareholders who wish to submit proxies via the internet may do so~~electronically by accessing ~~Capita~~the Registrars’ website as described below.
CREST members wishing to appoint a proxy via CREST should refer to the CREST Manual and the notes to the Notice of the Annual General Meeting.
Registrars
Enquiries concerning shareholdings should be addressed ~~to:~~to the Registrars:
Capita ~~Registrars~~Asset Services
P.O. Box 7117
Dublin 2
~~Ireland.~~Ireland
Telephone: +353 (0) 1 ~~810 2400~~553 0050
Fax: +353 (0) 1 ~~810 2422~~224 0700
Website: www.capitaassetservices.com
Shareholders with access to the internet may check their accounts by accessing ~~Capita~~the Registrars’ website~~www.capitaregistrars.ie~~ and selecting ~~the Shareholder Portal.~~“Shareholder Portal (Ireland)”. This facility allows shareholders to check their shareholdings and dividend payments, register e-mail addresses, ~~submit~~appoint proxies electronically and download standard forms required to initiate changes in details held by ~~Capita~~the Registrars. Shareholders will need to register for a User ID before using some of the services.
Frequently Asked Questions (FAQs)
The Group’s website contains answers to questions frequently asked by shareholders, including questions regarding shareholdings, ~~dividend~~dividends payments, electronic communications and shareholder rights. The ~~FAQs~~FAQ can be accessed in the Investors section of the website under “Equity Investors”.
~~194    CRH~~
~~Shareholder Information~~
~~SHAREHOLDER INFORMATION~~
Exchange Controls
Certain aspects of CRH’s international monetary operations outside the EU were, prior to 31 December 1992, subject to regulation by the Central Bank of Ireland. These controls have now ceased. There are currently no Irish foreign exchange controls, or other statute or regulations that restrict the export or import of capital, that affect the remittance of dividends, other than dividend withholding tax on the Ordinary Shares, or that affect the conduct of the Company’s operations.
Principal Accountant Fees and Services
Details of auditors’ fees are set out in note 43 to the Consolidated Financial Statements. For details on the audit and non-audit services pre-approval policy see ~~“Corporate~~Corporate Governance – ~~Audit Committee”~~External Auditors on page ~~78.~~100.
Documents on Display
It is possible to read and copy documents referred to in this Annual Report on Form 20-F, which have been filed with the SEC at the SEC’s public reference room located at 100 F Street, NW, Washington, DC 20549. Please call the SEC at 1-800-SEC-0330 for further information on the public reference rooms and their copy charges. The SEC filings are also available to the public from commercial document retrieval services and, for most recent CRH periodic filings only, at the Internet World Wide Web site maintained by the SEC at~~www.sec.gov~~. www.sec.gov.

~~CRH    195~~
CRH      207
Exhibits
The following documents are filed as part of this Annual Report:

1. Memorandum and Articles of ~~Association*.~~Association.^*
2.1 Amended and Restated Deposit Agreement dated 28 November 2006, between CRH plc and The Bank of New York Mellon*Mellon.^*.*
7. Computation of Ratios of Earnings to Fixed Charges.
8. Listing of principal subsidiary ~~joint venture~~undertakings and ~~associated undertakings.~~equity accounted investments.
12. Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Public Company Accounting Reform and Investor Protection Act of 2002.
13. Certifications of Chief Executive Officer and Chief Financial Officer pursuant to Section 906 of the Public Company Accounting Reform and Investor Protection Act of 2002*2002.^**.*
15. Consent of Independent Registered Public Accounting Firm.
99.1 Disclosure of Mine Safety and Health Administration (“MSHA”) Safety Data.

*
Incorporated by reference to Annual Report on Form 20-F for the year ended 31 December ~~2010~~2012 that was filed by the Company on 3127 March ~~2011.~~2013.

**
Incorporated by reference to Annual Report on Form 20-F for the year ended 31 December 2006 that was filed by the Company on 3 May 2007.

***
Furnished but not filed.

~~196~~    CRH         208
Signatures
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorised the undersigned to sign this Annual Report on its behalf.

CRH public limited company
(Registrant)
By:
/s/ M. Carton
Maeve Carton
Finance Director
Dated: 12 March 2015
~~CRH public limited company~~
~~(Registrant)~~
~~By:~~    ~~/s/    M. Carton~~
~~Maeve Carton~~
~~Finance Director~~
~~Dated: 28 March 2012~~
~~CRH    197~~


Title of Each Class		Name of Each Exchange On Which Registered
CRH plc
Ordinary Shares/Income Shares of€0.34 each		The New York Stock Exchange*

American Depositary Shares, each representing the right to receive ~~one Ordinary Share~~		The New York Stock Exchange
~~CRH America Inc.~~one Ordinary Share
CRH America Inc.
4.125% Notes due 2016 guaranteed by CRH plc		The New York Stock Exchange
6.000% Notes due 2016 guaranteed by CRH plc		The New York Stock Exchange
8.125% Notes due 2018 guaranteed by CRH plc		The New York Stock Exchange
5.750% Notes due 2021 guaranteed by CRH plc		The New York Stock Exchange


Ordinary Shares/Income Shares of€0.34 each **		~~727,897,906~~744,525,936
5% Cumulative Preference Shares of€1.27 each	50,000
7% ‘A’ Cumulative Preference Shares of€1.27 each	872,000


			Page	~~PAGE~~

Introduction and Performance Measures			6

		~~Introduction and Performance Indicators~~				3
~~Part~~PART I

Item 1.	Identity of Directors, Senior Management and Advisors		n/a

Item 2.	Offer Statistics and Expected Timetable		n/a

Item 3.	Key Information

	A - Selected financial data		~~5, 182~~8, 198

	B - Capitalisation and indebtedness		n/a

	C - Reasons for the offer and use of proceeds		n/a

	D - Risk factors		3152

Item 4.	Information on the Company

	A - History and development of the ~~company~~Company		911
	~~B - Business overview~~				~~6, 17~~
	CB - ~~Organisational structure~~Business overview		9, 11, 15

	C - Organisational structure		11

	D - Property, plants and equipment		2629

Item 4A.	Unresolved Staff Comments		None

Item 5.	Operating and Financial Review and Prospects

	A - Operating results		31, 34, 66

	B - Liquidity and capital resources		67

	C - Research and development, patent and licenses, etc.		32

	D - Trend information		66

	E - Off-balance sheet arrangements		69

	F - Tabular disclosure of contractual obligations		69

	G - Safe Harbor		9

Item 6.	Directors, Senior Management and Employees

	A - Directors and senior management		87

	B - Compensation		108

	C - Board practices		90

	D - Employees		32

	E - Share ownership		121, 197

Item 7.	Major Shareholders and Related Party Transactions
	~~A - Operating results~~				~~29, 38~~
	BA - ~~Liquidity and capital resources~~Major shareholders		42197
	~~C - Research and development, patent and licenses, etc.~~				30
	DB - ~~Trend information~~Related party transactions		39185
	~~E - Off-balance sheet arrangements~~				44
	~~F - Tabular disclosure of contractual obligations~~		44
	~~G - Safe Harbor~~		3
~~Item 6.~~	~~Directors, Senior Management and Employees~~
	~~A - Directors and senior management~~		68
	~~B - Compensation~~		85
	~~C - Board practices~~		71
	~~D - Employees~~		16
	~~E - Share ownership~~		~~90, 183~~
~~Item 7.~~	~~Major Shareholders and Related Party Transactions~~
	~~A - Major shareholders~~		~~181~~
	~~B - Related party transactions~~		~~170~~
	C - Interests of experts and counsel		n/a

Item 8.	Financial Information

	A - Consolidated statements and other financial information		~~97, 182~~132, 198
	~~- Legal proceedings~~				30
	- ~~Dividends~~Legal proceedings		~~182~~32
	B
	- ~~Significant changes~~Dividends		44198

	B - Significant changes		68

Item 9.	The Offer and Listing

	A - Offer and listing details		~~180~~196

	B - Plan of distribution		n/a
	~~C - Markets~~


		~~180~~Page

	C - Markets	196

	D - Selling shareholders	n/a

	E - Dilution	n/a

	F - Expenses of the issue	n/a

Item 10.	Additional Information

	A - Share capital	n/a

	B - Memorandum and articles of association	~~190~~204
	~~C - Material contracts~~		~~None~~
	DC - ~~Exchange controls~~Material contracts	~~195~~44
	E
	D - ~~Taxation~~Exchange controls	~~188~~207


	E - Taxation	202	~~PAGE~~

	F - Dividends and paying agents	n/a

	G - Statements by experts	n/a

	H - Documents on display	~~195~~207

	I - Subsidiary information	n/a

Item 11.	Quantitative and Qualitative Disclosures about Market Risk	4468

Item 12.	Description of Securities Other than Equity Securities

	A - Debt ~~Securities~~securities	n/a

	B - Warrants and ~~Rights~~rights	n/a

	C - Other ~~Securities~~securities	n/a

	D - American ~~Depositary Shares~~depositary shares	~~186~~200
~~Part~~

PART II

Item 13.	Defaults, Dividend Arrearages and Delinquencies	None

Item 14.	Material Modifications to the Rights of Security Holders and Use of Proceeds	None

Item 15.	Controls and Procedures	83106

Item 16A.	Audit Committee Financial Expert	7697

Item 16B.	Item 16B. Code of Ethics	81106

Item 16C.	Principal Accountant Fees and Services	~~195~~207

Item 16D.	Exemptions from the Listing Standards for Audit Committees	n/a

Item 16E.	Purchases of Equity Securities by the Issuer &and Affiliated Purchasers	~~182~~198

Item 16F.	Change in Registrant’s Certifying Accountant	None

Item 16G.	Corporate Governance	8390

Item 16H.	Mine Safety Disclosures	3029
~~Part~~

PART III

Item 17.	Financial Statements	n/a

Item 18.	Financial Statements	97132

Item 19.	Exhibits	~~196~~208


CRH plc Annual Report on Form 20-F in respect of the year ended 31 December 2014

Table of Contents		Page



Cross Reference to Form 20-F Requirements		1

Chairman’s Introduction		2



A. Introduction		5



B. Strategy Review		33



C. Business Performance Review		65

Current Year Review		66

Prior Year Review		77



D. Governance		85

Board of Directors		87

Corporate Governance		90

Directors’ Remuneration Report		108



E. Consolidated Financial Statements		132

Report of Independent Registered Public Accounting Firm		133

Consolidated Financial Statements		135



F. Shareholder Information		195



Listing of Exhibits

Signatures			~~Page~~

	~~Cross Reference to Form 20-F Requirements~~		1

	~~Introduction and Performance Indicators~~		3



A.			~~Description of the Group~~	8


B.	~~Business Review~~		37

~~(i)~~	~~Current Year Review~~		38

~~(ii)~~	~~Prior Year Review~~		54



C.	~~Directors and Corporate Governance~~		66

~~(i)~~	~~Board of Directors~~		67

~~(ii)~~	~~Corporate Governance Report~~		71

~~(iii)~~	~~Directors’ Remuneration~~		85



D.	~~Consolidated Financial Statements~~		97

~~(i)~~	~~Auditors’ Report~~		98

~~(ii)~~	~~Consolidated Financial Statements~~		~~100~~



E.	~~Shareholder Information~~		~~179~~

	~~Listing of Exhibits~~		~~196~~

	~~Signatures~~		~~197~~


	Page



Introduction and Performance Measures		6



History, Development and Organisational Structure of the Company		11



Business Overview		11



Operational Snapshot		12



Operational Reviews		14



Mineral Reserves		28



Property, Plants and Equipment		29



Development Review		30



The Environment and Government Regulations		31


Reconciliation of EBITDA (as defined)* and Operating Profit (by segment) to Group Profit
	Continuing operations - year ended 31 December
	Group operating profit before depreciation and amortisation (EBITDA (as defined)*)						Depreciation, amortisation and impairment						Group operating profit¹
	2014 €m		2013 €m		2012 €m		2014 €m		2013 €m		2012 €m		2014 €m			2013 €m			2012 €m

Europe Heavyside		380		326		426		229		721		239		151			(395	)		187
Europe Lightside		94		71		78		23		43		29		71			28			49
Europe Distribution		190		186		217		78		80		72		112			106			145
Europe		664		583		721		330		844		340		334			(261	)		381
Americas Materials		609		557		555		254		331		276		355			226			279
Americas Products		263		246		204		118		178		118		145			68			86
Americas Distribution		105		89		83		22		22		24		83			67			59
Americas		977		892		842		394		531		418		583			361			424
Total Group		1,641		1,475		1,563		724		1,375		758		917			100			805

Profit on disposals														77			26			230
Finance costs less income														(246	)		(249	)		(256	)
Other financial expense														(42	)		(48	)		(49	)
Share of equity accounted investments’ profit/(loss)														55			(44	)		(84	)
Profit/(loss) before tax														761			(215	)		646
Income tax expense														(177	)		(80	)		(106	)
Group profit/(loss) for the financial year														584			(295	)		540

1 Throughout this document, Group operating profit as shown in the Consolidated Financial Statements excludes profit on disposals.


*Calculation of EBITDA (as defined) Net Interest Cover**

	2014 €m			2013 €m			2012 €m

Interest
Finance costs¹		254			262			271
Finance income¹		(8	)		(13	)		(15	)
Net interest		246			249			256
EBITDA (as defined)*		1,641			1,475			1,563

		Times

EBITDA (as defined)* net interest cover (EBITDA (as defined)* divided by net interest)		6.7			5.9			6.1

1 These items appear on the Consolidated Income Statement on page 135.


	Continuing operations - year ended 31 December
	Materials						Products							Distribution						Total Group
	2011 €m		2010 €m		2009 €m		2011 €m		2010 €m			2009 €m		2011 €m		2010 €m		2009 €m		2011 €m			2010 €m			2009 €m
Group operating profit before depreciation and amortisation (EBITDA (as defined)*)
Europe		436		423		434		194		198			283		267		214		204		897			835			921
Americas		530		566		670		164		154			173		65		60		39		759			780			882
		966		989		1,104		358		352			456		332		274		243		1,656			1,615			1,803

Depreciation and amortisation (including asset impairment charges)
Europe		172		172		177		128		187			167		77		79		67		377			438			411
Americas		266		278		263		122		178			150		20		23		24		408			479			437
		438		450		440		250		365			317		97		102		91		785			917			848

Group operating profit^†
Europe		264		251		257		66		11			116		190		135		137		520			397			510
Americas		264		288		407		42		(24	)		23		45		37		15		351			301			445
		528		539		664		108		(13	)		139		235		172		152		871			698			955
Profit on disposals																					55			55			26
Finance costs (net)																					(257	)		(247	)		(297	)
Group share of associates’ profit after tax																					42			28			48
Profit before tax																					711			534			732
Income tax expense																					(114	)		(95	)		(134	)
Group profit for the financial year																					597			439			598


Selected Financial Data
Year ended 31 December (amounts in millions, except per share data and ratios)
	2014		2013¹			2012²		2011²		2010²
	€m		€m			€m		€m		€m

Consolidated Income Statement Data
Revenue		18,912		18,031			18,084		18,081		17,173
Group operating profit		917		100			805		871		698
Profit/(loss) attributable to equity holders of the Company		582		(296	)		538		580		432
Basic earnings/(loss) per Ordinary Share		78.9c		(40.6c	)		74.6c		81.2c		61.3c
Diluted earnings/(loss) per Ordinary Share		78.8c		(40.6c	)		74.5c		81.2c		61.2c
Dividends paid during calendar year per Ordinary Share		62.5c		62.5c			62.5c		62.5c		62.5c
Average number of Ordinary Shares outstanding³		737.6		729.2			721.9		714.4		704.6
Ratio of earnings to fixed charges (times)⁴		2.6		0.7⁵			2.6		2.4		2.1

All data relates to continuing operations

Consolidated Balance Sheet Data
Total assets		22,017		20,429			20,900		21,384		21,461
Net assets⁶		10,198		9,686			10,589		10,593		10,411
Ordinary shareholders’ equity		10,176		9,661			10,552		10,518		10,327
Equity share capital		253		251			249		247		244
Number of Ordinary Shares³		744.5		739.2			733.8		727.9		718.5
Number of Treasury Shares and own shares³		3.8		6.0			7.4		8.9		9.5
Number of Ordinary Shares net of Treasury Shares and own shares³		740.7		733.2			726.4		719.0		709.0



1	~~Average number~~ Group operating profit includes asset impairment charges of ~~Ordinary Shares, earnings per share, number~~€650 million in 2013, with an additional €105 million impairment charge included in loss attributable to equity holders of ~~Ordinary Shares at 31 December~~the company in respect of equity accounted investments. Details are contained in note 2 to the Consolidated Financial Statements. 2 On 1 January 2013, the Group adopted IFRS 11 Joint Arrangements and ~~dividend amounts for 2007~~IAS 19 Employee Benefits (revised). As a result, the prior year comparatives were restated as required by IAS 8 Accounting Policies, Changes in Accounting Estimates and ~~2008 have been~~Errors. The 2010 data was not adjusted retrospectively for the ~~bonus element~~adoption of IAS 19 Employee Benefits (revised) due to the ~~March 2009 Rights Issue by applying a factor of 1.1090.~~practical difficulties associated with obtaining such information.

2	~~The number of Ordinary Shares for 2007 and 2008 has been adjusted for the bonus element of the March 2009 Rights Issue by applying a factor of 1.1090.~~
8 CRH


Years ended 31 December	Period End		Average Rate¹		High		Low
2007		1.46		1.38		1.49		1.29
2008		1.39		1.47		1.60		1.24
2009		1.43		1.40		1.51		1.25
2010		1.33		1.32		1.45		1.20
2011		1.30		1.40		1.49		1.29
2012 (through 23 March 2012)		1.33		1.31		1.35		1.27

Months ended
September 2011		1.34		1.37		1.43		1.34
October 2011		1.39		1.37		1.42		1.33
November 2011		1.35		1.36		1.38		1.32
December 2011		1.30		1.32		1.35		1.29
January 2012		1.31		1.29		1.32		1.27
February 2012		1.34		1.32		1.35		1.31
March 2012 (through 23 March 2012)		1.33		1.32		1.33		1.30


Exchange Rates

Years ended 31 December	Period End		Average Rate¹		High		Low

2010		1.33		1.32		1.45		1.20
2011		1.30		1.40		1.49		1.29
2012		1.32		1.29		1.35		1.21
2013		1.38		1.33		1.38		1.28
2014		1.21		1.32		1.39		1.21
2015 (through 6 March 2015)		1.09		1.11		1.20		1.09


Months ended

September 2014		1.26		1.29		1.31		1.26
October 2014		1.25		1.27		1.28		1.25
November 2014		1.24		1.25		1.26		1.24
December 2014		1.21		1.23		1.25		1.21
January 2015		1.13		1.16		1.20		1.13
February 2015		1.12		1.14		1.15		1.12
March 2015 (through 6 March 2015)		1.09		1.11		1.12		1.09



1	The average of the US Dollar/euro exchange rate on the last day of each month during the period or in the case of monthly averages, the average of all days in the month, in each case using the FRB Noon Buying Rate.



~~History, Development and Organisational Structure of the Company~~ 10 CRH			9

~~Group Strategy~~			10

~~End-use, Locations and Volumes~~			11

~~Executive Management Team~~			14

~~Business Overview~~			17

~~Development and Portfolio Review~~			25

~~Property, Plants and Equipment~~			26

~~The Environment and Government Regulations~~			29

~~Risk Factors~~			31


Business Overview

													2014				2013					2012
															Operating				Operating					Operating
	2011				2010				2009				Revenue		profit		Revenue		profit			Revenue		profit
	Revenue		Operating profit		Revenue		Operating profit		Revenue		Operating profit
Share of revenue and operating profit
Europe Materials¹		17%		30%		16%		36%		16%		27%
Europe Heavyside¹														21%		16%		21%		(395%	)		22%		23%
Europe Lightside														5%		8%		5%		28%			5%		6%
Europe Distribution														21%		12%		22%		106%			22%		18%
Americas Materials		24%		30%		26%		41%		25%		43%		27%		39%		26%		226%			27%		35%
Europe Products		15%		8%		16%		2%		17%		12%
Americas Products		13%		5%		14%		-3%		14%		2%		17%		16%		17%		68%			15%		11%
Europe Distribution		24%		22%		21%		19%		21%		14%
Americas Distribution		7%		5%		7%		5%		7%		2%		9%		9%		9%		67%			9%		7%
Total		100%		100%		100%		100%		100%		100%		100%		100%		100%		100%			100%		100%


~~Products and Services~~		~~Location~~
~~Aggregates~~		US
~~Asphalt~~		US
~~Readymixed Concrete~~		US


~~Products and Services~~		~~Location~~

~~Concrete Products~~ 22 CRH

~~Architectural Concrete~~		~~Belgium, Denmark, France, Germany, Italy, Netherlands, Slovakia, UK~~

~~Precast Concrete~~		~~Belgium, Denmark, France, Hungary, Ireland, Netherlands, Poland, Romania, Switzerland, UK~~

~~Clay Products~~		~~Germany, Netherlands, Poland, UK~~

~~Building Products~~

~~Construction Accessories~~		~~Australia, Austria, Belgium, Czech Republic, France, Germany, Ireland, Italy, Netherlands, Norway, Poland, Spain, Switzerland, Sweden, UK~~

~~Fencing & Security~~		~~France, Germany, Ireland, Netherlands, UK~~


~~Products and Services~~24 CRH		~~Location~~¹
~~Builders Merchants~~		~~Austria, Belgium, France, Germany, Netherlands, Switzerland~~

~~DIY Stores~~		~~Benelux, Germany and Portugal (50%)~~


~~Products and Services~~		~~Location~~
~~Exterior Products (Roofing/Siding)~~		US
~~Interior Products~~		US


Subsidiary	Country	No. of Plants	Clinker Capacity (tonnes per hour)
Irish Cement	Ireland	2	440
Finnsementti	Finland	2	180
Grupa Ożarów	Poland	1	340
JURA-Holding	Switzerland	2	116
OJSC Podilsky Cement	Ukraine	1	445


Activities with Reserves Backing¹

				Property acreage (hectares)²								Percentage of mineral reserves by rock type
	Physical Location	Number of quarries/ pits		Owned		Leased		Proven & probable reserves³		Years to depletion⁴		Hard rock		Sand & gravel		Other		2014 Annualised extraction⁵

Europe Heavyside
Cement	Ireland		2		249		-		217		133		100%		-		-		2.0
	Poland		2		293		-		185		49		93%		6%		1%		4.0
	Spain		1		32		-		86		602		100%		-		-		0.2
	Switzerland		3		165		6		26		17		92%		-		8%		1.6
	Ukraine		8		871		-		164		62		98%		-		2%		3.0
Aggregates	Finland		157		685		399		190		15		70%		30%		-		11.6
	Ireland		128		5,091		70		897		85		84%		16%		-		10.8
	Poland		10		466		-		182		20		70%		30%		-		8.5
	Spain		11		172		184		98		43		99%		1%		-		2.3
	Other		40		287		526		173		22		74%		26%		-		7.7
Lime	Ireland, Poland		2		105		-		46		46		100%		-		-		0.8
Clay⁶	UK, Poland		51		2,793		189		109		49		-		5%		95%		2.4
Subtotals			415		11,209		1,374		2,373				82%		13%		5%

Americas Materials
Aggregates	East		274		24,793		5,095		9,181		125		87%		13%		-		77.3
	West		469		20,651		16,067		4,042		76		44%		56%		-		58.5
Subtotals			743		45,444		21,162		13,223				74%		26%		-

Americas Products
Clay⁶	United States		25		1,640		308		76		59		-		-		100%		1.6
Group totals			1,183		58,293		22,844		15,672				75%		24%		1%


Significant Locations – Clinker Capacity

Subsidiary	Country		Number of plants		Clinker Capacity (tonnes per hour)
Irish Cement		Ireland		2		288
Finnsementti		Finland		2		181
Grupa Ożarów		Poland		1		342
JURA-Holding		Switzerland		2		116
OJSC Podilsky Cement		Ukraine		1		313
Cementos Lemona		Spain		1		92


	Physical location	Number of quarries /pits		Property acreage (hectares)²			Proven & probable reserves³		Years to depletion⁴		Percentage of mineral reserves by rock type							2011 Annualised extraction⁵
	Physical location	Number of quarries /pits			Owned	Leased	Proven & probable reserves³		Years to depletion⁴			Hard rock		Sand & gravel		Other		2011 Annualised extraction⁵
Europe Materials
Cement	Ireland		2		249	-		131		67		100	%	-		-			1.0
	Poland		2		252	-		68		19		97	%	-		3	%		3.1
	Switzerland		3		165	-		11		8		95	%	-		5	%		1.1
	Ukraine		4		295	-		107		61		69	%	-		31	%		2.1
	Other		20		621	359		525		90		66	%	-		34	%		5.5
Aggregates	Finland		158		490	315		193		11		60	%	40	%	-			20.4
	Ireland		95		4,711	72		850		66		83	%	17	%	-			10.6
	Poland		12		1,575	206		258		29		55	%	45	%	-			10.6
	Spain		8		68	197		106		62		100	%	-		-			1.2
	Other		42		527	575		333		32		85	%	15	%	-			10.4
Lime	Ireland /Poland		3		465	-		50		36		100	%	-		-			1.0
Subtotals			349		9,418	1,724		2,632				77	%	15	%	8	%
Americas Materials
Aggregates	East		262		23,689	4,607		7,757		118		89	%	11	%	-			68.1
	West		429		20,483	15,817		4,661		102		42	%	58	%	-			48.5
Cement	American Cement		1		51	-		10		60		100	%	-		-			0.2
Subtotals			692		44,223	20,424		12,428				72	%	28	%
Europe Products
Clay	UK, Poland		56		3,009	717		122		53		-		5	%	95	%		2.0
Americas Products
Clay	United States		25		1,510	308		76		54		-		-		100	%		1.1
Group totals			1,122		58,160	23,173		15,258				71	%	26	%	3	%


	Page



Chief Executive’s Introduction		34



CRH Strategic Report		37



CRH Business Model		40



Proposed Acquisition		44



Sustainability and Governance		47



Risk Factors		52


Key Strategic Risk Factors


Industry cyclicality

Risk Factor	Discussion

The level of construction activity in local and national markets is inherently cyclical being influenced by a wide variety of factors including global and national economic circumstances, ongoing austerity programmes in the developed world, governments’ ability to fund infrastructure projects, consumer sentiment and weather conditions. Financial performance may also be negatively impacted by unfavourable swings in fuel and other commodity/raw material prices. Failure of the CRH Group and/or the Combined Group to respond on a timely basis and/or adequately to unfavourable events beyond the CRH Group’s and/or the Combined Group’s control will adversely affect financial performance.	The CRH Group’s operating and financial performance is, and the Combined Group’s would be, influenced by general economic conditions and the state of the residential, industrial and commercial and infrastructure construction markets in the countries in which it operates, particularly in Europe and North America. Closing of the proposed Acquisition will extend or expand the geographic scope of the CRH Group’s existing heavyside activities in France & La Reunion, Germany, the United Kingdom, Hungary, Serbia, Romania, Slovakia, the United States, Canada, Brazil and the Philippines. In general, economic uncertainty exacerbates negative trends in construction activity leading to postponement in orders. Construction markets are inherently cyclical and are affected by many factors that are beyond the CRH Group’s control, including:
	—	the price of fuel and principal energy-related raw materials such as bitumen and steel (which accounted for approximately 9% of annual Group sales revenues in 2014);
	—	the performance of the national economies in the 34 countries in which the CRH Group operates (37 for the Combined Group);
	—	monetary policies in the countries in which the CRH Group operates — for example, an increase in interest rates typically reduces the volume of mortgage borrowings thus impacting residential construction activity;
	—	the allocation of government funding for public infrastructure programmes, such as the development of highways in the United States under the Moving Ahead for Progress in the 21st Century Act (“MAP-21”); and
	—	the level of demand for construction materials and services, with sustained adverse weather conditions leading to potential disruptions or curtailments in outdoor construction activity.
	While economic conditions appear to be improving in the United States, a prolongation of or further deterioration in economic performance in Europe may result in further general reductions in construction activity in that area. Against this backdrop, the adequacy and timeliness of the actions taken by the CRH Group’s management team are of critical importance in maintaining financial performance at appropriate levels.
	Each of the above factors could have a material adverse effect on the CRH Group’s and/or the Combined Group’s operating results and the market price of CRH plc’s Ordinary Shares.



Political and economic uncertainty

Risk Factor	Discussion

~~CURRENT YEAR~~As an international business, the CRH Group operates, and the Combined Group would operate, in many countries with differing, and in some cases potentially fast-changing economic, social and political conditions. These conditions could include political unrest, strikes, war and other forms of instability including natural disasters, epidemics, widespread transmission of diseases and terrorist attacks. With particular reference to developing markets, changes in these conditions, or in the governmental or regulatory requirements in any of the countries in which the CRH Group operates, or in which the Combined Group would operate, may adversely affect the business, results of operations, financial condition or prospects of the CRH Group and/or the Combined Group thus leading to possible impairment of financial performance and/or restrictions on future growth opportunities.	The adverse developments in eurozone economic performance in recent years, together with ongoing austerity programmes in various countries in Europe, have contributed to heightened global uncertainty. These uncertainties include whether the euro will continue as a unit of currency. While various actions have been taken by central banks and other institutions to stabilise the economic situation, the success of these actions cannot be guaranteed.
	The CRH Group currently operates mainly in Western Europe and North America as well as, to a lesser degree, in developing countries/emerging markets in Eastern Europe, South America, China and India. The Combined Group would include a number of countries where the CRH Group does not currently have a significant presence, namely Serbia, Brazil and the Philippines. The economies of these countries are at varying stages of socioeconomic and macroeconomic development which could give rise to a number of risks, uncertainties and challenges and could include the following:
	—	changes in political, social or economic conditions;
	—	trade protection measures and import or export licensing requirements;
	—	potentially negative consequences from changes in tax laws;
	—	labour practices and differing labour regulations;
	—	procurement which contravenes ethical considerations;
	—	unexpected changes in regulatory requirements;
	—	state-imposed restrictions on repatriation of funds; and

	—	the outbreak of armed conflict.

	With regard to Ukraine, where the CRH Group has significant business interests, the outlook remains uncertain and the implications for construction activity in 2015 and beyond are unclear.



Commodity products and substitution

Risk Factor	Discussion

The CRH Group faces, and the Combined Group would face, strong volume and price competition across its product lines. In addition, existing products may be replaced by substitute products which the CRH Group and/or the Combined Group does not produce or distribute. Against this backdrop, if the CRH Group and/or the Combined Group fails to generate competitive advantage through differentiation and innovation across the value chain (for example, through superior product quality, engendering customer loyalty or excellence in logistics), market share, and thus financial performance, may decline.	The competitive environment in which the CRH Group operates, and the Combined Group would operate, can be significantly impacted by general economic conditions in combination with local factors including the number of competitors, the degree of utilisation of production capacity and the specifics of product demand. Across the multitude of largely local markets in which the CRH Group conducts business, and the Combined Group would conduct business, downward pricing pressure is experienced from time to time, and the CRH Group and/or the Combined Group may not always be in a position to recover increased operating expenses (caused by factors such as increased fuel and raw material prices) through higher sale prices.
	A number of the products sold by the CRH Group and/or the Combined Group (both those manufactured internally and those distributed) compete with other building products that do not feature in the existing product range. Any significant shift in demand preference from the CRH Group’s and/or the Combined Group’s existing products to substitute products, which the CRH Group and/or the Combined Group does not produce or distribute, could adversely impact market share and results of operations.



Acquisition activity

Risk Factor		Discussion

Growth through acquisition is a key element of the CRH Group’s strategy. The CRH Group and/or the Combined Group may not be able to continue to grow as contemplated in its business plan if it is unable to identify attractive targets (including potential new platforms for growth), execute full and proper due diligence, raise funds on acceptable terms, complete such acquisition transactions, integrate the operations of the acquired businesses and realise anticipated levels of profitability and cash flows. The CRH Group and/or the Combined Group may be liable for the past acts, omissions or liabilities of companies or businesses it has acquired, which may either be unforeseen or greater than anticipated at the time of the relevant acquisition.		The CRH Group’s acquisition strategy focuses on value-enhancing mid-sized acquisitions supplemented from time to time by larger strategic acquisitions into new markets or new building products. Subject to the factors highlighted below, the CRH Board intends that this will continue to be the case following completion of the proposed Acquisition.
		The realisation of the CRH Group’s and/or the Combined Group’s acquisition strategy is dependent on the ability to identify and acquire suitable assets at appropriate prices thus satisfying the stringent cash flow and return on investment criteria underpinning such activities. The CRH Group and/or the Combined Group may not be able to identify such companies, and, even if identified, may not be able to acquire them because of a variety of factors including the outcome of due diligence processes, the ability to raise funds (as required) on acceptable terms, the need for competition authority approval in certain instances and competition for transactions from peers and other entities exploring acquisition opportunities in the building materials sector. If the proposed Acquisition is not completed, other acquisitions may not be identified and the Placing proceeds may be used for other corporate purposes. The CRH Group’s and/or the Combined Group’s ability to realise the expected benefits from acquisition activity depends, in large part, on its ability to integrate newly-acquired businesses in a timely and effective manner. Situations may arise where the CRH Group and/or the Combined Group may be liable for the past acts or omissions or liabilities of companies acquired; for example, the potential environmental liabilities addressed under the“Sustainability” Risk Factor below. Even if the CRH Group and/or the Combined Group is able to acquire suitable companies, it still may not be able to incorporate them successfully into the relevant legacy businesses and, accordingly, may be deprived of the expected benefits thus leading to potential dissipation and diversion of management resources and constraints on financial performance. See also “Risk Factors – Risks and Uncertainties Related to the Proposed Acquisition”.



Joint ventures and associates

Risk Factor		Discussion

The CRH Group does not have, and the Combined Group would not have, a controlling interest in certain of the businesses (i.e. joint ventures and associates) in which it has invested and may invest. The absence of a controlling interest gives rise to increased governance complexity and a need for proactive relationship management, which may restrict the CRH Group’s and/or the Combined Group’s ability to generate adequate returns and to develop and grow these businesses.		Due to the absence of full control of joint ventures and associates, important decisions such as the approval of business plans and the timing and amount of cash distributions and capital expenditures, for example, may require the consent of partners or may be approved without the CRH Group’s consent.
		These limitations could impair the CRH Group’s and/or the Combined Group’s ability to manage joint ventures and associates effectively and/or realise the strategic goals for these businesses. In addition, improper management or ineffective policies, procedures or controls for non-controlled entities could adversely affect the business, results of operations or financial condition of the relevant investment and, by corollary, the CRH Group and/or the Combined Group.



Human resources

Risk Factor		Discussion

Existing processes to recruit, develop and retain talented individuals and promote their mobility may be inadequate thus giving rise to employee/management attrition and difficulties in succession planning and potentially impeding the continued realisation of the core strategy of performance and growth. In addition, the CRH Group and/or the Combined Group is exposed to various risks associated with collective representation of employees in certain jurisdictions. These risks could include strikes and increased wage demands with possible reputational consequences. The performance of the Combined Group would, amongst other things, be dependent on the retention and motivation of certain key management currently employed within the entities the CRH Group is proposing to acquire.		The identification and subsequent assessment, management, development and deployment of talented individuals is of major importance in continuing to deliver on the CRH Group’s and/or the Combined Group’s core strategy of performance and growth and in ensuring that succession planning objectives for key executive roles throughout its international operations are satisfied. Programmes designed to focus on performance management skills and leadership development may not achieve their desired objectives.
		The maintenance of positive employee and trade/labour union relations is key to the successful operation of the CRH Group and/or the Combined Group. Some of the CRH Group’s employees, and those employed in the NewCo Group, are represented by trade/labour unions under various collective agreements. For unionised employees, the CRH Group and the individual entities within the NewCo Group may not be able to renegotiate satisfactorily the relevant collective agreements upon expiration and may face tougher negotiations and higher wage demands than would be the case for non-unionised employees. In addition, existing labour agreements may not prevent a strike or work stoppage with any such activity creating reputational risk and potentially having a material adverse effect on the results of operations and financial condition of the CRH Group and/or the Combined Group.



Corporate communications

Risk Factor		Discussion

As a publicly-listed company, the CRH Group undertakes, and the Combined Group would undertake, regular communication with its stakeholders. Given that these communications may contain forward-looking statements, which by their nature involve uncertainty, actual results and developments may differ from those communicated due to a variety of external and internal factors giving rise to reputational risk.		The CRH Group places, and the Combined Group would place, great emphasis on timely and relevant corporate communications with overall responsibility for these matters being vested in senior management at the Group Head Office (largely the Chief Executive, the Finance Director, the Head of Investor Relations and the Group Director, Corporate Affairs) supported by engagement with highly experienced external advisors, where appropriate. The strategic, operational and financial performance of the CRH Group and of its constituent entities, including following the proposed Acquisition, the NewCo Group, is reported to the Board on a monthly basis with all results announcements and other externally-issued documentation (e.g. the Annual Report on Form 20-F) being discussed by the Board/Audit Committee prior to release.



Cyber and information technology

Risk Factor		Discussion

As a result of the proliferation of information technology in the world today, the CRH Group is, and the Combined Group would be, dependent on the employment of advanced information systems and is exposed to risks of failure in the operation of these systems. Further, the CRH Group is, and the Combined Group would be, exposed to security threats to its digital infrastructure through cyber-crime which might lead to interference with production processes, manipulation of financial data, the theft of private data or misrepresentation of information via digital media. In addition to potential irretrievability or corruption of critical data, the CRH Group and/or the Combined Group could suffer reputational losses and incur significant financial costs in remediation. Such attacks are by their nature technologically sophisticated and may be difficult to detect and defend in a timely fashion.		The CRH Group attaches importance to addressing security and cyber threats to its digital infrastructure given the increasing sophistication and evolving nature of these threats. Such attacks may result in interference with production software, corruption or theft of sensitive data, manipulation of financial data accessible through its digital infrastructure, or reputational losses as a result of misrepresentation via social media and other websites. While the CRH Group has made a significant investment in upgrading its digital infrastructure and governance processes with the overall objective of further enhancing system security, there can be no assurance that future attacks will not be successful due to their increasing sophistication and the difficulties in detecting and defending against them in a timely fashion.



Sustainability

Risk Factor		Discussion

The CRH Group is, and the Combined Group would be, subject to stringent and evolving laws, regulations, standards and best practices in the area of sustainability (comprising corporate governance, environmental management and climate change (specifically capping of emissions), health and safety management and social performance) which may give rise to increased ongoing remediation and/or other compliance costs and may adversely affect the CRH Group’s and/or the Combined Group’s business, results of operations, financial condition and/or prospects.		The CRH Group is, and the Combined Group would be, subject to a broad and increasingly stringent range of existing and evolving laws, regulations, standards and best practices with respect to governance, the environment and health and safety measures in each of the jurisdictions in which it operates/would operate giving rise to significant compliance costs, potential legal liability exposure and potential limitations on the development of its operations. These laws, regulations, standards and best practices relate to, amongst other things, climate change, noise, emissions to air, water and soil, the use and handling of hazardous materials and waste disposal practices. Given the above, the risk of increased environmental and other compliance costs and unplanned capital expenditure is inherent in conducting business in the building materials sector and the impact of future developments in these respects on the CRH Group’s and/or the Combined Group’s activities, products, operations, profitability and cash flow cannot be estimated; there can therefore be no assurance that material liabilities and costs will not be incurred in the future or that material limitations on the development of its operations will not arise.
		Environmental and health and safety and other laws, regulations, standards and best practices may expose the CRH Group and/or the Combined Group to the risk of substantial costs and liabilities, including liabilities associated with assets that have been sold or acquired and activities that have been discontinued. In addition, many of the CRH Group’s manufacturing sites have a history of industrial use and, while strict environmental operating standards are applied and extensive environmental due diligence is undertaken in acquisition activity, some soil and groundwater contamination has occurred in the past at a limited number of sites. Although the associated remediation costs incurred to date have not been material, they may become more significant in the future. Despite the CRH Group’s policy and efforts to comply with all applicable environmental and health and safety laws, it may face increased remediation liabilities and additional legal proceedings concerning environmental and health and safety matters in the future. Based on information currently available, the CRH Group has budgeted capital and revenue expenditures for environmental improvement projects and has established reserves for known environmental remediation liabilities that are probable and reasonably capable of estimation. These figures are not material in the context of the CRH Group. However, neither the CRH Group nor the Combined Group can predict environmental and health and safety matters with certainty, and budgeted amounts and established reserves may not be adequate for all purposes. In addition, the development or discovery of new facts, events, circumstances or conditions, including future decisions to close plants, which may trigger remediation liabilities, and other developments such as changes in laws or increasingly strict enforcement by governmental authorities, could result in increased costs and liabilities or prevent or restrict some of the operations of the CRH Group and/or the Combined Group, which in turn could have a material adverse effect on the reputation, business, results of operations and overall financial condition of the CRH Group and/or the Combined Group.

		For additional information see also “Introduction – The Environment and Government Regulations”.



Laws and regulations

Risk Factor		Discussion

The CRH Group is, and the Combined Group would be, subject to many local and international laws and regulations, including those relating to competition law, corruption and fraud, across many jurisdictions of operation and is/would be exposed to changes in those laws and regulations and to the outcome of any investigations conducted by governmental, international and other regulatory authorities, which may result in the imposition of fines and/or sanctions fornon-compliance, and may potentially inflict reputational damage.		The CRH Group is, and the Combined Group would be, subject to various statutes, regulations and laws applicable to businesses generally in the countries and markets in which it operates/would operate. These include statutes, regulations and laws affecting land usage, zoning, labour and employment practices, competition, financial reporting, taxation, anti-bribery, anti-corruption, governance and other matters. The CRH Group mandates that its employees comply with its Code of Business Conduct which stipulates best practices in relation to regulatory matters. Neither the CRH Group, nor the Combined Group, can guarantee that their employees will at all times be successful in complying with all demands of regulatory agencies in a manner which will not materially adversely affect the business, results of operations, financial condition or prospects of the CRH Group and/or the Combined Group.
		The CRH Group seeks to comply fully with legislation such as the Foreign Corrupt Practices Act in the United States and the Bribery Act in the United Kingdom and has put in place significant internal controls and compliance policies and procedures. However, there can be no assurance that such established policies and procedures will afford adequate protection against fraudulent and/or corrupt activity and any such activity could have a material adverse effect on the CRH Group’s and/or the Combined Group’s business, results of operations, financial condition or prospects.

Key Financial and Reporting Risk Factors


Financial instruments (interest rate and leverage, foreign currency, counterparty, credit ratings and liquidity)

Risk Factor		Discussion

The CRH Group uses, and the Combined Group would use, financial instruments throughout its businesses giving rise to interest rate and leverage, foreign currency, counterparty, credit rating and liquidity risks. A significant portion of the cash generated by the CRH Group and/or the Combined Group from operational activity is currently/would be dedicated to the payment of principal and interest on indebtedness. In addition, the CRH Group has entered into certain financing agreements containing restrictive covenants requiring it to maintain a certain minimum interest coverage ratio and a certain minimum net worth. A downgrade of the CRH Group’s and/or the Combined Group’s credit ratings may give rise to increases in funding costs in respect of future debt and may impair the CRH Group’s and/or the Combined Group’s ability to raise funds on acceptable terms. In addition, against the backdrop of heightened uncertainties in the eurozone, insolvency of the financial institutions with which the CRH Group and/or the Combined Group conducts business (or a downgrade in their credit ratings) may lead to losses in derivative assets and cash and cash equivalents balances or render it more difficult either to utilise existing debt capacity or otherwise obtain financing for operations.		Interest rate and leverage risks:The CRH Group’s exposures to changes in interest rates result from investing and borrowing activities undertaken to manage liquidity and capital requirements and stem predominantly from long-term debt obligations. Borrowing costs are managed through employing a mix of fixed and floating rate debt and interest rate swaps, where appropriate. As at 31 December 2014, the Group had outstanding net indebtedness of approximately €2.5 billion (2013: €3.0 billion). On Closing, the Combined Group will have significant outstanding indebtedness, which may impair its operating and financial flexibility over the longer term and could adversely affect its business, results of operations and financial position. This high level of indebtedness could give rise to the Combined Group dedicating a substantial portion of its cash flow to debt service thereby reducing the funds available in the longer term for working capital, capital expenditure, acquisitions, distributions to shareholders and other general corporate purposes and limiting its ability to borrow additional funds and to respond to competitive pressures. In addition, the increased level of indebtedness as a result of the proposed Acquisition may give rise to a general increase in interest rates borne and there can be no assurance that the Combined Group will not be adversely impacted by increases in borrowing costs in the future. For the year ended 31 December 2014, PBITDA/net interest (all as defined in the relevant agreements as discussed in note 23 to the Consolidated Financial Statements), which is the CRH Group’s principal financial covenant, was 7.0 times (2013: 6.3 times); we anticipate that, aside from the impact of once-off costs arising on acquisition, PBITDA/net interest cover will be largely unchanged as a result of the proposed Acquisition. The prescribed minimum PBITDA/net interest cover ratio is 4.5 times and the prescribed minimum net worth is €5 billion. Foreign currency risks:If the euro, which is the CRH Group’s reporting currency, weakens relative to the basket of foreign currencies in which net debt is denominated (principally the US Dollar, Pound Sterling and the Swiss Franc), the net debt balance would increase; the converse would apply if the euro was to strengthen. The CRH Group’s established policy to spread its net worth across the currencies of its operations, with the objective of limiting its exposure to individual currencies and thus promoting consistency with geographical balance, may not be successful.


Financial instruments (interest rate and leverage, foreign currency, counterparty, credit ratings and liquidity) – continued		Counterparty risks: Insolvency of the financial institutions with which the CRH Group and/or the Combined Group conducts business, or a downgrade in their credit ratings, may lead to losses in derivative assets and cash and cash equivalents balances or render it more difficult either to utilise existing debt capacity or otherwise obtain financing for operations. The maximum exposure arising in the event of default on the part of the counterparty (including insolvency) is the carrying amount of the relevant financial instrument.

		The CRH Group holds significant cash balances on deposit with a variety of highly-rated financial institutions (typically invested on a short-term basis) which, together with cash and cash equivalents at 31 December 2014, totalled €3.3 billion (2013: €2.5 billion). In addition to the above, the CRH Group enters into derivative transactions with a variety of highly-rated financial institutions giving rise to derivative assets and derivative liabilities; the relevant balances as at 31 December 2014 were €102 million and €23 million respectively (2013: €80 million and €53 million respectively). The counterparty risks inherent in these exposures may give rise to losses in the event that the relevant financial institutions suffer a ratings downgrade or become insolvent. In addition, certain of the CRH Group’s activities (e.g. highway paving in the United States) give rise to significant amounts receivable from counterparties at the balance sheet date; at year-end 2014, this balance was €0.5 billion (2013: €0.4 billion). In the current business environment, there is increased exposure to counterparty default, particularly as regards bad debts.

		Credit rating risks:A downgrade of the CRH Group’s and/or the Combined Group’s credit ratings may give rise to increases in funding costs in respect of future debt and may, among other concerns, impair its ability to access debt markets or otherwise raise funds or enter into letters of credit, for example, on acceptable terms. Such a downgrade may result from factors specific to the CRH Group and/or the Combined Group, including as a result of the increased indebtedness resulting from the proposed Acquisition, or from other factors such as general economic or sector-specific weakness or sovereign credit rating ceilings.

		Liquidity risks:The principal liquidity risks stem from the maturation of debt obligations and derivative transactions. The CRH Group aims to achieve flexibility in funding sources through a variety of means including (i) maintaining cash and cash equivalents with a number of highly-rated counterparties; (ii) limiting the maturity of such balances; (iii) meeting the bulk of debt requirements through committed bank lines or other term financing; and (iv) having surplus committed lines of credit. However, market or economic conditions may make it difficult at times to realise this objective.

		For additional information on the above risks see note 21 to the Consolidated Financial Statements. See also “Risk Factors – Risks and Uncertainties Related to the Proposed Acquisition”.



Defined benefit pension schemes and related obligations

Risk Factor		Discussion

The CRH Group, and various entities within the NewCo Group, operate a number of defined benefit pension schemes and related obligations (e.g. termination indemnities and jubilee/long-term service benefits, which are accounted for as defined benefit) in certain of their operating jurisdictions. The assets and liabilities of defined benefit pension schemes may exhibit significant period-on-period volatility attributable primarily to asset values, changes in bond yields/discount rates and anticipated longevity. In addition to the contributions required for the ongoing service of participating employees, significant cash contributions may be required to remediate deficits applicable to past service. In addition, fluctuations in the accounting surplus/deficit may adversely impact credit metrics thus harming the CRH Group’s and/or the Combined Group’s ability to raise funds.		The assumptions used in the recognition of pension assets, liabilities, income and expenses (including discount rates, rate of increase in future compensation levels, mortality rates and healthcare cost trend rates) are updated based on market and economic conditions at the respective balance sheet date and for any relevant changes to the terms and conditions of the pension and post-retirement plans. These assumptions can be affected by (i) for the discount rate, changes in the rates of return on high-quality fixed income investments; (ii) for future compensation levels, future labour market conditions and anticipated inflation; (iii) for mortality rates, changes in the relevant actuarial funding valuations or changes in best practice; and (iv) for healthcare cost trend rates, the rate of medical cost inflation in the relevant regions. The weighted average actuarial assumptions used and sensitivity analysis in relation to the significant assumptions employed in the determination of pension and other post-retirement liabilities are disclosed on pages 176 and 178. A prolonged period of financial market instability would have an adverse impact on the valuations of pension scheme assets. In addition, a number of the defined benefit pension schemes in operation throughout the CRH Group have reported material funding deficits thus necessitating remediation either in accordance with legislative requirements or as agreed with the relevant regulators. These obligations are reflected in the contracted payments disclosure on page 69. The extent of such contributions may be exacerbated over time as a result of a prolonged period of instability in worldwide financial markets.





Adequacy of insurance arrangements and related counterparty exposures

Risk Factor		Discussion

The building materials sector is subject to a wide range of operating risks and hazards, not all of which can be covered, adequately or at all, by insurance; these risks and hazards would include climatic conditions such as floods and hurricanes/cyclones, seismic activity, technical failures, interruptions to power supplies, industrial accidents and disputes, environmental hazards, fire and crime. In its worldwide insurance programme, into which the NewCo Group would be assimilated, the CRH Group provides coverage for its operations at a level believed to be commensurate with the associated risks. In the event of failure of one or more of its insurance counterparties, the CRH Group and/or the Combined Group could be impacted by losses where recovery from such counterparties is not possible.		Insurance protection is maintained with leading, highly-rated international insurers with appropriate risk retention by wholly-owned insurance companies (captive insurers) and by insured entities in the context of the deductibles/excesses borne. The coverage includes property damage and business interruption, public and products liability/general liability, employer’s liability/workmens’ compensation, environmental impairment liability, automobile liability and directors’ and officers’ liability. Adequate coverage at reasonable rates is not always commercially available to cover all potential risks and no assurance can be given that the insurance arrangements in place would be sufficient to cover all losses or liabilities to which the CRH Group and/or the Combined Group might be exposed. The occurrence of a significant adverse event not covered, or only partially covered, by insurance could have a material adverse impact on the business, results of operations, financial condition or prospects of the CRH Group and/or the Combined Group. As at 31 December 2014, the total insurance provision, which is subject to periodic actuarial valuation and is discounted, amounted to €208 million (2013: €181 million); a substantial proportion of this figure pertained to claims which are classified as “incurred but not reported”.