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Called-up share capital
12 Months Ended
Dec. 31, 2018
Share Capital, Reserves And Other Equity Interest [Abstract]  
Called-up share capital
Called-up share capital
The allotted, called up and fully paid share capital at 31 December was as follows:
 
 
 
2018

 
2017

 
2016

Issued
 
Shares
thousand

$ million

Shares
thousand

$ million

Shares
thousand

$ million

8% cumulative first preference shares of £1 eacha
 
7,233

12

7,233

12

7,233

12

9% cumulative second preference shares of £1 eacha
 
5,473

9

5,473

9

5,473

9

 
 
 
21

 
21

 
21

Ordinary shares of 25 cents each
 
 
 
 
 
 
 
At 1 January
 
21,288,193

5,322

21,049,696

5,263

20,108,771

5,028

Issue of new shares for the scrip dividend programme
 
195,305

49

289,789

72

548,005

137

Issue of new shares for employee share-based payment plans
 
92,168

23





Issue of new shares – otherb
 




392,920

98

Repurchase of ordinary share capital
 
(50,202
)
(13
)
(51,292
)
(13
)


At 31 December
 
21,525,464

5,381

21,288,193

5,322

21,049,696

5,263

 
 
 
5,402

 
5,343

 
5,284

a The nominal amount of 8% cumulative first preference shares and 9% cumulative second preference shares that can be in issue at any time shall not exceed £10,000,000 for each class of preference shares.
b 
2016 relates to the issue of new ordinary shares in consideration for a 10% interest in the Abu Dhabi onshore oil concession. See Note 32 for further information.

Voting on substantive resolutions tabled at a general meeting is on a poll. On a poll, shareholders present in person or by proxy have two votes for every £5 in nominal amount of the first and second preference shares held and one vote for every ordinary share held. On a show-of-hands vote on other resolutions (procedural matters) at a general meeting, shareholders present in person or by proxy have one vote each.
In the event of the winding up of the company, preference shareholders would be entitled to a sum equal to the capital paid up on the preference shares, plus an amount in respect of accrued and unpaid dividends and a premium equal to the higher of (i) 10% of the capital paid up on the preference shares and (ii) the excess of the average market price of such shares on the London Stock Exchange during the previous six months over par value.
During 2018 the company repurchased 50 million ordinary shares for a total consideration of $355 million, including transaction costs of $2 million, as part of the share repurchase programme announced on 31 October 2017. All shares purchased were for cancellation. The repurchased shares represented 0.2% of ordinary share capital.
Treasury sharesa 
 
 
 
2018

 
2017

 
2016

 
 
Shares
thousand

Nominal value
$ million

Shares
thousand

Nominal value
$ million

Shares
thousand

Nominal value
$ million

At 1 January
 
1,482,072

370

1,614,657

403

1,756,327

439

Purchases for settlement of employee share plans
 
757


4,423

1

9,631

2

Issue of new shares for employee share-based payment plans
 
92,168

23





Shares re-issued for employee share-based payment plans
 
(148,732
)
(37
)
(137,008
)
(34
)
(151,301
)
(38
)
At 31 December
 
1,426,265

356

1,482,072

370

1,614,657

403

Of which – shares held in treasury by BP
 
1,264,732

316

1,472,343

368

1,576,411

394

– shares held in ESOP trusts
 
161,518

40

9,705

2

21,432

5

– shares held by BP’s US share plan administratorb
 
15


24


16,814

4

a 
See Note 32 for definition of treasury shares.
b 
Held in the form of ADSs to meet the requirements of employee share-based payment plans in the US.

For each year presented, the balance at 1 January represents the maximum number of shares held in treasury by BP during the year, representing 6.9% (2017 7.5% and 2016 8.6%) of the called-up ordinary share capital of the company.
During 2018, the movement in shares held in treasury by BP represented less than 1.0% (2017 less than 0.5% and 2016 less than 0.8%) of the ordinary share capital of the company.
Capital and reserves
 
 
 
 
 
 
 
 
 
Share
capital

Share
premium
account

Capital
redemption
reserve

Merger
reserve

Total share capital
and capital
reserves

At 31 December 2017
 
5,343

12,147

1,426

27,206

46,122

Adjustment on adoption of IFRS 9, net of tax
 





At 1 January 2018
 
5,343

12,147

1,426

27,206

46,122

Profit (loss) for the year
 





Items that may be reclassified subsequently to profit or loss
 
 
 
 
 
 
Currency translation differences (including reclassifications)
 





Cash flow hedges and costs of hedging (including reclassifications)
 





Share of items relating to equity-accounted entities, net of taxa
 





Other
 





Items that will not be reclassified to profit or loss
 
 
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 





Cash flow hedges that will subsequently be transferred to the balance sheet
 





Total comprehensive income
 





Dividends
 
49

(49
)



Cash flow hedges transferred to the balance sheet, net of tax
 





Repurchases of ordinary share capital
 
(13
)

13



Share-based payments, net of taxb
 
23

207



230

Share of equity-accounted entities’ changes in equity, net of tax
 





Transactions involving non-controlling interests, net of tax
 





At 31 December 2018
 
5,402

12,305

1,439

27,206

46,352

 
 
 
 
 
 
 
 
 
Share
capital

Share
premium
account

Capital
redemption
reserve

Merger
reserve

Total share capital
and capital
reserves

At 1 January 2017
 
5,284

12,219

1,413

27,206

46,122

Profit (loss) for the year
 





Items that may be reclassified subsequently to profit or loss
 
 
 
 
 
 
Currency translation differences (including reclassifications)
 





Available-for-sale investments (including reclassifications)
 





Cash flow hedges (including reclassifications)
 





Share of items relating to equity-accounted entities, net of taxa
 





Other
 





Items that will not be reclassified to profit or loss
 
 
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 





Total comprehensive income
 





Dividends
 
72

(72
)



Repurchases of ordinary share capital
 
(13
)

13



Share-based payments, net of taxb
 





Share of equity-accounted entities’ changes in equity, net of tax
 





Transactions involving non-controlling interests, net of taxc
 





At 31 December 2017
 
5,343

12,147

1,426

27,206

46,122

 
 
 
 
 
 
 
 
 
Share
capital

Share
premium
account

Capital
redemption
reserve

Merger
reserve

Total share capital
and capital
reserves

At 1 January 2016
 
5,049

10,234

1,413

27,206

43,902

Profit (loss) for the year
 





Items that may be reclassified subsequently to profit or loss
 
 
 
 
 
 
Currency translation differences (including reclassifications)a
 





Available-for-sale investments (including reclassifications)
 





Cash flow hedges (including reclassifications)
 





Share of items relating to equity-accounted entities, net of taxa
 





Other
 





Items that will not be reclassified to profit or loss
 
 
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 





Total comprehensive income
 





Dividends
 
137

(137
)



Share-based payments, net of taxb d
 
98

2,122



2,220

Share of equity-accounted entities’ changes in equity, net of tax
 





Transactions involving non-controlling interests, net of tax
 





At 31 December 2016
 
5,284

12,219

1,413

27,206

46,122

a Principally foreign exchange effects relating to the Russian rouble.
b Movements in treasury shares relate to employee share-based payment plans.
32. Capital and reserves – continued
 
 
 
 
 
 
 
 
 
$ million

Treasury
shares

Foreign
currency
translation
reserve

Available-
for-sale
investments

Cash flow
hedges

Costs of hedging

Total
fair value
reserves

Profit and
loss
account

BP
shareholders’
equity

Non-
controlling
interests

Total equity

(16,958
)
(5,156
)
17

(760
)

(743
)
75,226

98,491

1,913

100,404



(17
)

(37
)
(54
)
(126
)
(180
)

(180
)
(16,958
)
(5,156
)

(760
)
(37
)
(797
)
75,100

98,311

1,913

100,224







9,383

9,383

195

9,578

 
 
 
 
 
 
 
 
 
 

(3,746
)





(3,746
)
(41
)
(3,787
)



(6
)
(173
)
(179
)

(179
)

(179
)






417

417


417







7

7


7

 
 
 
 
 
 
 
 
 
 






1,599

1,599


1,599




(37
)

(37
)

(37
)

(37
)

(3,746
)

(43
)
(173
)
(216
)
11,406

7,444

154

7,598







(6,699
)
(6,699
)
(170
)
(6,869
)



26


26


26


26







(355
)
(355
)

(355
)
1,191






(718
)
703


703







14

14


14









207

207

(15,767
)
(8,902
)

(777
)
(210
)
(987
)
78,748

99,444

2,104

101,548

 
 
 
 
 
 
 
 
 
 
Treasury
shares

Foreign
currency
translation
reserve

Available-
for-sale
investments

Cash flow
hedges

Costs of hedging

Total
fair value
reserves

Profit and
loss
account

BP
shareholders’
equity

Non-
controlling
interests

Total equity

(18,443
)
(6,878
)
3

(1,156
)

(1,153
)
75,638

95,286

1,557

96,843







3,389

3,389

79

3,468

 
 
 
 
 
 
 
 
 
 

1,722





(3
)
1,719

52

1,771



14



14


14


14




396


396


396


396







564

564


564







(72
)
(72
)

(72
)
 
 
 
 
 
 
 
 
 
 






2,343

2,343


2,343


1,722

14

396


410

6,221

8,353

131

8,484







(6,153
)
(6,153
)
(141
)
(6,294
)






(343
)
(343
)

(343
)
1,485






(798
)
687


687







215

215


215







446

446

366

812

(16,958
)
(5,156
)
17

(760
)

(743
)
75,226

98,491

1,913

100,404

 
 
 
 
 
 
 
 
 
 
Treasury
shares

Foreign
currency
translation
reserve

Available-
for-sale
investments

Cash flow
hedges

Costs of hedging

Total
fair value
reserves

Profit and
loss
account

BP
shareholders’
equity

Non-
controlling
interests

Total equity

(19,964
)
(7,267
)
2

(825
)

(823
)
81,368

97,216

1,171

98,387







115

115

57

172






















389






389

(27
)
362



1



1


1


1




(331
)

(331
)

(331
)

(331
)






833

833


833







(96
)
(96
)

(96
)
 
 
 
 
 
 
 
 
 
 






(1,757
)
(1,757
)

(1,757
)

389

1

(331
)

(330
)
(905
)
(846
)
30

(816
)






(4,611
)
(4,611
)
(107
)
(4,718
)
1,521






(750
)
2,991


2,991







106

106


106







430

430

463

893

(18,443
)
(6,878
)
3

(1,156
)

(1,153
)
75,638

95,286

1,557

96,843


c Principally relates to the initial public offering of common units in BP Midstream Partners LP for which net proceeds of $811 million were received.
d Includes ordinary shares issued to the government of Abu Dhabi in consideration for a 10% interest in the Abu Dhabi onshore oil concession. The share-based payment transaction was valued at the fair value of the interest in the assets, with reference to a market transaction for an identical interest.
32. Capital and reserves – continued
Share capital
The balance on the share capital account represents the aggregate nominal value of all ordinary and preference shares in issue, including treasury shares.
Share premium account
The balance on the share premium account represents the amounts received in excess of the nominal value of the ordinary and preference shares.
Capital redemption reserve
The balance on the capital redemption reserve represents the aggregate nominal value of all the ordinary shares repurchased and cancelled.
Merger reserve
The balance on the merger reserve represents the fair value of the consideration given in excess of the nominal value of the ordinary shares issued in an acquisition made by the issue of shares.
Treasury shares
Treasury shares represent BP shares repurchased and available for specific and limited purposes. For accounting purposes shares held in Employee Share Ownership Plans (ESOPs) and BP’s US share plan administrator to meet the future requirements of the employee share-based payment plans are treated in the same manner as treasury shares and are, therefore, included in the financial statements as treasury shares. The ESOPs are funded by the group and have waived their rights to dividends in respect of such shares held for future awards. Until such time as the shares held by the ESOPs vest unconditionally to employees, the amount paid for those shares is shown as a reduction in shareholders’ equity. Assets and liabilities of the ESOPs are recognized as assets and liabilities of the group.
Foreign currency translation reserve
The foreign currency translation reserve records exchange differences arising from the translation of the financial statements of foreign operations. Upon disposal of foreign operations, the related accumulated exchange differences are reclassified to the income statement.
Available-for-sale investments
This reserve recorded the changes in fair value of investments classified as available-for-sale under IAS 39 except for impairment losses, foreign exchange gains or losses, or changes arising from revised estimates of future cash flows. On adoption of IFRS 9 the balance in this reserve was transferred to the profit and loss account reserve. Under the new standard the group recognizes fair value gains and losses on these investments in profit or loss.
Cash flow hedges
This reserve records the portion of the gain or loss on a hedging instrument in a cash flow hedge that is determined to be an effective hedge. It includes $651 million relating to the acquisition of an 18.5% interest in Rosneft in 2013 which will only be reclassified to the income statement if the investment in Rosneft is either sold or impaired. For further information on the accounting for cash flow hedges see Note 1 - Derivative financial instruments and hedging activities.
Costs of hedging
This reserve records the change in fair value of the foreign currency basis spread of financial instruments to which cost of hedge accounting has been applied. The accumulated amount relates to time-period related hedged items and is amortized to profit or loss over the term of the hedging relationship.
Prior to the group’s adoption of IFRS 9 changes in the fair value of such foreign currency basis spreads were recognized in profit or loss. On adoption of the new standard a transfer from the profit and loss account reserve to the costs of hedging reserve was made in order to reflect the opening reserves position for relevant hedging instruments existing on transition. For further information on the accounting for costs of hedging see Note 1 - Derivative financial instruments and hedging activities.
Profit and loss account
The balance held on this reserve is the accumulated retained profits of the group.
32. Capital and reserves – continued
The pre-tax amounts of each component of other comprehensive income, and the related amounts of tax, are shown in the table below.
 
 
 
 
$ million

 
 
 
 
2018

 
 
Pre-tax

Tax

Net of tax

Items that may be reclassified subsequently to profit or loss
 
 
 
 
Currency translation differences (including reclassifications)
 
(3,771
)
(16
)
(3,787
)
Cash flow hedges (including reclassifications)
 
(6
)

(6
)
Costs of hedging (including reclassifications)
 
(186
)
13

(173
)
Share of items relating to equity-accounted entities, net of tax
 
417


417

Other
 

7

7

Items that will not be reclassified to profit or loss
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 
2,317

(718
)
1,599

Cash flow hedges that will subsequently be transferred to the balance sheet
 
(37
)

(37
)
Other comprehensive income
 
(1,266
)
(714
)
(1,980
)
 
 
 
 
 
 
 
 
 
$ million

 
 
 
 
2017

 
 
Pre-tax

Tax

Net of tax

Items that may be reclassified subsequently to profit or loss
 
 
 
 
Currency translation differences (including reclassifications)
 
1,866

(95
)
1,771

Available-for-sale investments (including reclassifications)
 
14


14

Cash flow hedges (including reclassifications)
 
425

(29
)
396

Share of items relating to equity-accounted entities, net of tax
 
564


564

Other
 

(72
)
(72
)
Items that will not be reclassified to profit or loss
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 
3,646

(1,303
)
2,343

Other comprehensive income
 
6,515

(1,499
)
5,016

 
 
 
 
 
 
 
 
 
$ million

 
 
 
 
2016

 
 
Pre-tax

Tax

Net of tax

Items that may be reclassified subsequently to profit or loss
 
 
 
 
Currency translation differences (including reclassifications)
 
284

78

362

Available-for-sale investments (including reclassifications)
 
1


1

Cash flow hedges (including reclassifications)
 
(362
)
31

(331
)
Share of items relating to equity-accounted entities, net of tax
 
833


833

Other
 

(96
)
(96
)
Items that will not be reclassified to profit or loss
 
 
 
 
Remeasurements of the net pension and other post-retirement benefit liability or asset
 
(2,496
)
739

(1,757
)
Other comprehensive income
 
(1,740
)
752

(988
)