20-F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 20-F

(Mark One)

¨ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934

OR

x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended: December 31, 2011

OR

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from                      to                     

OR

¨ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of event requiring this shell company report                     

Commission file number: 001-32846

CRH public limited company

(Exact name of Registrant as specified in its charter)

Republic of Ireland

(Jurisdiction of incorporation or organisation)

Belgard Castle, Clondalkin, Dublin 22, Ireland

(Address of principal executive offices)

Maeve Carton

Tel: +353 1 404 1000

Fax: +353 1 404 1007

Belgard Castle, Clondalkin, Dublin 22, Ireland

(Name, Telephone, Email and/or Facsimile number and Address of Company Contact Person)

Securities registered or to be registered pursuant to Section 12(b) of the Act.

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.
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

* Not for trading but only in connection with the registration of American Depositary Shares, pursuant to the requirements of the Securities and Exchange Commission.

Securities registered or to be registered pursuant to Section 12(g) of the Act.   None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.   None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report.

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

** Each Income Share is tied to an Ordinary Share and may only be transferred or otherwise dealt with in conjunction with such Ordinary Share.

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  x    No  ¨

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.    Yes  ¨    No  x

Note – Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).***    Yes  ¨    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer    x Accelerated filer    ¨ Non-accelerated filer    ¨

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

U.S. GAAP  ¨ International Financial Reporting Standards as issued
by the International Accounting Standards Board  x Other   ¨

If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow.    Item 17  ¨    Item  18  ¨

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

*** This requirement does not yet apply to the registrant.

TABLE OF CONTENTS

		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

Cross Reference to Form 20-F

This table has been provided as a cross reference from the information included in this Annual Report to the requirements of the 20-F.

		PAGE
	Introduction and Performance Indicators		3
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
	B - Capitalisation and indebtedness		n/a
	C - Reasons for the offer and use of proceeds		n/a
	D - Risk factors		31
Item 4.	Information on the Company
	A - History and development of the company		9
	B - Business overview		6, 17
	C - Organisational structure		9
	D - Property, plants and equipment		26
Item 4A.	Unresolved Staff Comments		None
Item 5.	Operating and Financial Review and Prospects
	A - Operating results		29, 38
	B - Liquidity and capital resources		42
	C - Research and development, patent and licenses, etc.		30
	D - Trend information		39
	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
	- Legal proceedings		30
	- Dividends		182
	B - Significant changes		44
Item 9.	The Offer and Listing
	A - Offer and listing details		180
	B - Plan of distribution		n/a
	C - Markets		180
	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
	C - Material contracts		None
	D - Exchange controls		195
	E - Taxation		188

CRH    1

		PAGE
	F - Dividends and paying agents		n/a
	G - Statements by experts		n/a
	H - Documents on display		195
	I - Subsidiary information		n/a
Item 11.	Quantitative and Qualitative Disclosures about Market Risk		44
Item 12.	Description of Securities Other than Equity Securities
	A - Debt Securities		n/a
	B - Warrants and Rights		n/a
	C - Other Securities		n/a
	D - American Depositary Shares		186
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		83
Item 16A.	Audit Committee Financial Expert		76
Item 16B.	Code of Ethics		81
Item 16C.	Principal Accountant Fees and Services		195
Item 16D.	Exemptions from the Listing Standards for Audit Committees		n/a
Item 16E.	Purchases of Equity Securities by the Issuer & Affiliated Purchasers		182
Item 16F.	Change in Registrant’s Certifying Accountant		None
Item 16G.	Corporate Governance		83
Item 16H.	Mine Safety Disclosures		30
Part III
Item 17.	Financial Statements		n/a
Item 18.	Financial Statements		97
Item 19.	Exhibits		196

2    CRH

Introduction and Performance Indicators

Forward-Looking Statements

In order to utilise the “Safe Harbor” provisions of the United States Private Securities Litigation Reform Act of 1995, CRH public limited company (the “Company”), and its subsidiaries (collectively, “CRH” or the “Group”) is providing the following cautionary statement.

This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of CRH and certain of the plans and objectives of CRH with respect to these items (including the statements under “2012 Outlook” on page 40 and under “Outlook” in each of the segment review sections). These statements may generally, but not always, be identified by the use of words such as “anticipates”, “should”, “expects”, “estimates”, “believes”, “intends” or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they reflect the Company’s current expectations and assumptions as to future events and circumstances that may not prove accurate. A number of material factors could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements, certain of which are beyond our control, and which include, among other things, those factors identified in the Risk Factors section.

CRH Website

Information on or accessible through our website, www.crh.com, does not form part of and is not incorporated into this document. The Group’s website provides the full text of the Annual and Interim Reports, the Annual Report on Form 20-F, which is filed annually with the United States Securities and Exchange Commission, trading statements, interim management statements and copies of presentations to analysts and investors. News releases are made available, in the News & Events section of the website, immediately after release to the Stock Exchanges.

Key Information

The Consolidated Financial Statements of CRH plc have been prepared in accordance with International Financial Reporting Standards (“IFRS”) as issued by the International Accounting Standards Board.

Selected financial data has been presented for the five years ended on 31 December 2011 on pages 5 and 6. For the three years ended 31 December 2011, the selected financial data are qualified in their entirety by reference to, and should be read in conjunction with, the audited Consolidated Financial Statements, the related Notes and the Business Review section included elsewhere in this Annual Report on Form 20-F (“Annual Report” or “Form 20-F”).

Performance Indicators

CRH uses a number of non-GAAP performance indicators to monitor financial performance. These are summarised below and discussed later in this report.

Net Debt. Net debt is used by management as it gives a more complete picture of the Group’s current debt situation than total interest-bearing loans and borrowings. Net debt is provided to enable investors to see the economic effect of gross debt, related hedges and cash and cash equivalents in total. Net debt is a non-GAAP measure and comprises current and non-current interest-bearing loans and borrowings, cash and cash equivalents, liquid investments and current and non-current derivative financial instruments. A reconciliation of total interest-bearing loans and borrowings to net debt is set out in note 25 to the Consolidated Financial Statements.

EBITDA (as 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 after tax and is quoted by management to aid investors in their analysis of the performance of the Group and to assist investors in the comparison of the Group’s performance with that of other companies. EBITDA (as defined) and operating profit results by segment are monitored by management in order to allocate resources between segments and to assess performance. Given that net finance costs and income tax are managed on a centralised basis, these items are not allocated between operating segments for the purpose of the information presented to the Chief Operating Decision-Maker.

CRH    3

Introduction and Performance Indicators

Reconciliation of EBITDA (as defined)* and Operating Profit (by segment) to Group Profit

	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

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

Net Interest Ratio. Net Interest Ratio is used by management as a measure matching the earnings and cash generated by the business to the underlying funding costs. Net Interest Ratio is presented to provide a greater understanding of the impact of CRH’s debt and financing arrangements and, as discussed in note 23 to the Consolidated Financial Statements, is a metric used in lender covenants. It is the ratio of EBITDA (as defined)* to net interest and is calculated as follows:

Calculation of EBITDA (as defined)* to Net Interest Ratio

	2011 €m			2010 €m			2009 €m
Net Interest
Finance costs1		262			255			305
Finance income1		(33	)		(37	)		(35	)
Other financial expense1		28			29			27
Net interest expense		257			247			297
EBITDA (as defined)*		1,656			1,615			1,803
	times
EBITDA (as defined)* to net interest ratio (EBITDA (as defined)* divided by net interest expense)		6.4			6.5			6.1

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

1 These items appear on the Consolidated Income Statement on page 100.

4    CRH

Introduction and Performance Indicators

The definitions and calculations used in lender covenant agreements include certain specified adjustments to the amounts included in the Consolidated Financial Statements. The ratios as calculated on the basis of the definitions in those covenants are disclosed in note 23 to the Consolidated Financial Statements.

Organic Revenue, Organic Operating Profit. CRH pursues a strategy of growth through acquisitions and investments, with €610 million spent on acquisitions and investments in 2011 (2010: €567 million); these acquisitions contributed to the change in revenue and operating profit in 2011, adding incremental revenue of €805 million and incremental operating profit of €49 million compared with 2010. Proceeds (including net debt assumed by the purchasers) from disposal of non-current assets and businesses amounted to €492 million (2010: €188 million). The sales impact of divested activities in 2011 was a negative €469 million and because these operations generated net losses in 2010, the disposal impact at operating profit level was a contribution of €16m compared with 2010. Exchange translation movements had a relatively minor impact on 2011 results with a strengthening of the Swiss Franc partly offset by a weakening of the US Dollar and Polish Zloty average exchange rates. Because of the impact of acquisitions, divestments, exchange translation and other non-recurring items on reported results each year, the Group uses organic revenue and organic operating profit as additional performance indicators to assess performance of pre-existing (also referred to as underlying, heritage, like-for-like or ongoing) operations each year. Organic revenue and organic operating profit is arrived at by excluding the incremental revenue and operating profit contributions from current and prior year acquisitions and divestments, the impact of exchange translation and the impact of any non-recurring items. In the Business Review section which follows, changes in organic revenue and organic operating profit are presented as additional measures of revenue and operating profit to provide a greater understanding of the performance of the Group. A reconciliation of the changes in organic revenue and organic operating profit to the changes in total revenue and operating profit for the Group and by segment is presented with the discussion of each segment’s performance in tables contained in the segment discussion commencing on page 45.

Selected Financial Data

Consolidated Income Statement Data

Year ended 31 December

	2011 €m		2010 €m		2009 €m		2008 €m		2007 €m
(Amounts in millions, except per share data and ratios)
Revenue		18,081		17,173		17,373		20,887		20,992
Group operating profit		871		698		955		1,841		2,086
Profit attributable to equity holders of the Company		590		432		592		1,248		1,430
Basic earnings per Ordinary Share1		82.6c		61.3c		88.3c		210.2c		236.9c
Diluted earnings per Ordinary Share1		82.6c		61.2c		87.9c		209.0c		234.8c
Dividends paid during calendar year per Ordinary Share1		62.5c		62.5c		62.2c		61.8c		52.8c
Average number of Ordinary Shares outstanding (millions of shares)1		714.4		704.6		670.8		593.9		603.6
Ratio of earnings to fixed charges (times)2		2.4		2.1		2.4		3.9		5.0

All data relates to continuing operations

1 Average number of Ordinary Shares, earnings per share, number of Ordinary Shares at 31 December and dividend 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.

2 For the purposes of calculating the ratio of earnings to fixed charges, in accordance with Item 503 of Regulation S-K, earnings have been calculated by adding: profit before tax adjusted to exclude the Group’s share of associates’ profit after tax, fixed charges, and dividends received from associates; and the fixed charges were calculated by adding interest expensed and capitalised, amortised premiums, discounts and capitalised expenses related to indebtedness, an estimate of the interest within rental expense and preference security dividend requirements of consolidated subsidiaries.

CRH    5

Introduction and Performance Indicators

Consolidated Balance Sheet Data

	2011 €m		2010 €m		2009 €m		2008 €m		2007 €m
(Amounts in millions)
Total assets		21,387		21,461		20,283		21,121		19,788
Net assets1		10,583		10,411		9,710		8,157		8,020
Ordinary shareholders’ equity		10,508		10,327		9,636		8,086		7,953
Equity share capital		247		244		241		186		186
Number of Ordinary Shares2*		727.9		718.5		710.5		608.3		606.9
Number of Treasury Shares and own shares*		8.9		9.5		12.8		17.1		0.9
Number of Ordinary Shares net of Treasury Shares and own shares2*		719.0		709.0		697.7		591.2		606.0

1 Net assets is calculated as the sum of total assets less total liabilities.

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.

* Shown in millions of shares.

Statements Regarding Competitive Position and Construction Activity

Statements made in the Description of the Group and in the Business Review sections referring to the Group’s competitive position are based on the Group’s belief, and in some cases rely on a range of sources, including investment analysts’ reports, independent market studies and the Group’s internal assessment of market share based on publicly available information about the financial results and performance of market participants.

Unless otherwise specified, references to construction activity or other market activity relate to the relevant market as a whole and are based on publicly available information from a range of sources, including independent market studies, construction industry data and economic forecasts for individual jurisdictions.

Exchange Rates

In this Form 20-F, references to “US$”, “US Dollars” or “US cents” are to the United States currency, references to “euro”, “euro cent”, “cent”, “c” or “€” are to the euro currency and “Stg£” or “Sterling” are to the currency of the United Kingdom of Great Britain and Northern Ireland (“United Kingdom” or “UK”). Other currencies referred to in this Form 20-F include Polish Zloty (“PLN”), Swiss Franc (“CHF”), Canadian Dollar (“CAD”), Chinese Renminbi (“RMB”), Argentine Peso (“ARP”), Turkish Lira (“TRY”), Indian Rupee (“INR”), Ukrainian Hryvnia (“UAH”) and Israeli Shekel (“ILS”).

Merely for the convenience of the reader, this Form 20-F contains translations of certain euro amounts into US Dollars at specified rates. These translations should not be construed as representations that the euro amounts actually represent such US Dollar amounts or could be converted into US Dollars at the rate indicated. The Federal Reserve Bank of New York Noon Buying Rate (the “FRB Noon Buying Rate”) on 31 December 2011 was €1 = US$1.2973 and on 23 March 2012 was €1 = US$1.3263.

6    CRH

Introduction and Performance Indicators

The following table sets forth, for the periods and dates indicated, the average, high, low and end-of-period exchange rates in US Dollars per €1 (to the nearest cent) using the FRB Noon Buying Rate.

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

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.

The above rates may vary slightly from the rates used for translating foreign currencies into euro in the preparation of the Consolidated Financial Statements (see page 117).

For a discussion on the effects of exchange rate fluctuations on the financial condition and results of the operations of the Group, see the Business Review section beginning on page 38.

CRH    7

DESCRIPTION OF THE GROUP

History, Development and Organisational Structure of the Company	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

8    CRH

Description of the Group

DESCRIPTION OF THE GROUP

History, Development and Organisational Structure of the Company

CRH public limited company is the parent company for an international group of companies, engaged in the manufacture and supply of a wide range of building materials and in the operation of builders’ merchanting and “Do-It-Yourself” (“DIY”) stores.

The Group resulted from the merger in 1970 of two leading Irish public companies, Cement Limited (established in 1936) and Roadstone Limited (incorporated in 1949). Cement Limited manufactured and supplied cement while Roadstone Limited was primarily involved in the manufacture and supply of aggregates, readymixed concrete, mortar, coated macadam, asphalt and contract surfacing to the Irish construction industry.

The Company is incorporated and domiciled in the Republic of Ireland. CRH is a public limited company operating under the Companies Acts of Ireland, 1963 to 2009 and the Investment Funds, Companies and Miscellaneous Provisions Act, 2006, each as amended. The Group’s worldwide headquarters are located in Dublin, Ireland. Its principal executive offices are located at Belgard Castle, Clondalkin, Dublin 22 (telephone: +353 1 404 1000). The Company’s registered office is located at 42 Fitzwilliam Square, Dublin 2, Ireland and its US agent is Oldcastle, Inc., 375 Northridge Road, Atlanta, Georgia 30350. The Company is the holding company of the Group, with direct and indirect share and loan interests in subsidiaries, joint ventures and associates. From Group headquarters, a small team of executives exercises strategic control over its decentralised operations.

CRH is one of the largest companies, based on market capitalisation, quoted on The Irish Stock Exchange Limited (“Irish Stock Exchange”) in Dublin. CRH is also quoted on The London Stock Exchange Limited (“London Stock Exchange”) in the United Kingdom and its American Depositary Shares are listed on the New York Stock Exchange in the United States. The market capitalisation of CRH as of 31 December 2011 was €11 billion.

In December 2011, changes in the Group’s listing arrangements facilitated the inclusion of CRH in the FTSE 100 and FTSE All-Share indices, a move which we believe will increase the Group’s attractiveness to a wider international investor base. CRH continues to be included in the MSCI Euro indices, the EuroStoxx indices and in the ISEQ 20 and ISEQ Overall indices, among others.

For reporting purposes, the Group is organised into six business segments comprising Europe Materials (including activities in China and India), Americas Materials (in the United States), Europe Products (including activities in Australia), Americas Products (in the United States, Mexico, Canada, Chile and Argentina), Europe Distribution and Americas Distribution (in the United States). The activities of the various segments are briefly described below as follows:

Materials businesses are predominantly engaged in the production and sale of a range of primary materials including cement, aggregates, readymixed concrete, asphalt/bitumen and agricultural and/or chemical lime.

Products businesses are predominantly engaged in the production and sale of architectural and structural concrete products, clay products, fabricated and tempered glass products, construction accessories and the provision of a wide range of inter-related products and services to the construction sector.

Distribution businesses encompass builders merchanting activities and Do-It-Yourself (DIY) stores engaged in the marketing and sale of supplies to the construction sector and to the general public.

In the detailed description of the Group’s business that follows, estimates of the Group’s various aggregate and stone reserves have been provided by engineers employed by the individual operating companies. Details of product end-use by sector for each reporting segment are based on management estimates.

As a result of planned geographic diversification since the mid-1970s, and most particularly in the period 2001 to 2008, the Group has expanded by acquisition and organic growth into an international manufacturer and supplier of building materials. CRH now has operations in 36 countries, mainly in

CRH    9

Description of the Group

DESCRIPTION OF THE GROUP

Western Europe and North America as well as, to a lesser degree, in developing economies in Eastern Europe, South America, the Mediterranean basin, China, India and Australia, employing approximately 76,000 people at close to 3,600 locations.

The principal subsidiary, joint venture and associated undertakings are listed in Exhibit 8. The operational organisational structure is detailed above.

Group Strategy

CRH strategy is to sustain and grow a geographically diversified business with exposure to all segments of construction demand, enabling CRH to achieve its vision of being a responsible international leader in building materials delivering superior performance and growth.

CRH’s Business Model

CRH strives to outperform in its business operations, develop its people and build regional market leadership positions across an actively managed portfolio, while a federal structure effectively combines large company resources and local company entrepreneurship. The portfolio is well balanced across geographies, sector end-uses, and both new and RMI (repair, maintenance and improvement) construction, thus providing exposure to multiple demand drivers which help smooth the effects of varying economic cycles.

With a rigorous approach to capital allocation and a strong focus on cash generation, CRH reinvests in its existing assets and acquires well-run, value-creating businesses while seeking exposure to new development opportunities and creating platforms for future growth. In a fragmented industry, CRH typically acquires small to mid-sized companies which complement the existing network; however this is augmented from time to time with larger transactions where we see compelling value. This sustainable business model and overall strategic approach has enabled CRH to deliver superior long-term performance through the business cycle.

Developed Economies

In the developed world, CRH’s strategic focus is to continue to reinvest in its established platforms for operational efficiency, product quality and customer service. The development of these businesses is primarily through bolt-on acquisitions which enhance vertical integration, bolster our strong long-term permitted reserves positions and fill out regional and product level positions. In Western Europe and North America CRH has built a balanced portfolio of businesses which service the breadth of building materials demand from the fundamentals of heavy materials and elements to construct the frame, through value-added exterior products that complete the building envelope, to distribution channels which service construction fit-out and renewal. In many of its regions, CRH’s diverse business base is uniquely positioned to provide a broad product offering to the construction industry. While our heavyside building materials operations support the Group’s exposure to new-build construction, the lightside of our product range enables CRH to participate in the growing RMI markets of mature economies.

Developing Economies

In emerging regions, CRH’s strategy is to target premium assets as an initial footprint, usually in cement and often in partnership with strong local established businesses. We identify entry platforms that have well-located quality operations and good regional market positions and which have the potential to develop further downstream into integrated building materials businesses as construction markets become more sophisticated over time. In the mid-1990s, CRH applied this approach to its entry into the Polish market and today the Group is the leading integrated building materials company in Poland. CRH is now replicating this approach in its platforms in Ukraine, India and China. As these markets develop, more sophisticated construction methods will emerge and, as has been our experience in Eastern Europe, a wide range of value-added construction products will be required, enabling CRH to roll out a broader range of products over time across the industry.

10    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Sector exposure and end-use (EBITDA (as defined)*)

* Defined as earnings before interest, taxes, depreciation, amortisation asset impairment charges, profit on disposals and the group’s share of associates’ profit after tax.

† Excludes CRH share of cement (c. 8.9m tonnes) and readymixed concrete (c. 0.7m cubic metres) attributable to associates, Uniland in Spain (26%), Mashav in Israel (25%) and Yatai Building Materials in China (26%).

1 Throughout this document annualised volumes have been used which may vary from actual volumes produced and reflect the full-year impact of acquisitions made during the year.

2 Throughout this document tonnes denotes metric tonnes (i.e. 1,000 kilogrammes).

CRH    11

Description of the Group

DESCRIPTION OF THE GROUP

12    CRH

Description of the Group

DESCRIPTION OF THE GROUP

CRH    13

Description of the Group

DESCRIPTION OF THE GROUP

CRH Executive Management Team

Maeve Carton was appointed Finance Director and became a CRH Board Director in May 2010. Since joining CRH in 1988, she has held a number of roles in the Group Finance area and was appointed Group Controller in 2001 and Head of Group Finance in January 2009. She has broad-ranging experience of CRH’s reporting, control, budgetary and capital expenditure processes and has been extensively involved in CRH’s evaluation of acquisitions. Prior to joining CRH, she worked for a number of years as a chartered accountant in an international accountancy practice.

Myles Lee was appointed a CRH Board Director in November 2003. He joined CRH in 1982. Prior to this he worked in a professional accountancy practice and in the oil industry. He was appointed General Manager Finance in 1988 and to the position of Finance Director in November 2003. A civil engineer and chartered accountant, he has 30 years’ experience of the building materials industry and of CRH’s international expansion. He was appointed Group Chief Executive with effect from January 2009.

Albert Manifold was appointed Chief Operating Officer of CRH and to the CRH Board with effect from January 2009. He joined CRH in 1998. Prior to joining CRH he was Chief Operating Officer with a private equity group. He has held a variety of senior positions, including Finance Director of the Europe Materials Division and Group Development Director of CRH. Prior to his current appointment, he was Managing Director, Europe Materials.

This page left to right: Maeve Carton, Finance Director Myles Lee, Chief Executive   Opposite page left to right: Standing: Doug Black, President and Chief Operating Officer Oldcastle, Inc. Erik Bax, Managing Director Europe Products & Distribution Seated: Albert Manifold, Chief Operating Officer Henry Morris, Managing Director Europe Materials Mark Towe, Chief Executive Officer Oldcastle, Inc.

14    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Doug Black, a BS in Mathematical Science/Civil Engineering and MBA, joined CRH in 1995 as Vice-President Business Development and in 1996 helped establish Oldcastle Distribution with the acquisition of Allied Building Products. Doug was President of Oldcastle Precast Southeast from 1996 to 2000, was promoted to Chief Operating Officer Oldcastle Architectural in 2000 and was President and Chief Executive Officer (CEO) Oldcastle Architectural from 2002 to July 2006. Doug was appointed CEO Americas Materials in 2008 after two years serving as President of this Division and became President and Chief Operating Officer, Oldcastle, Inc. (the holding company for CRH’s operations in the Americas) in February 2012.

Henry Morris, a mechanical engineer and MBA, joined Irish Cement Limited as a graduate. He held a number of operational roles in CRH’s cement business prior to his appointment as Managing Director of CRH’s Aerobord business in 1990. Henry left the Group to join Barlo Group plc in 1993 and returned to CRH in 2001 as Regional Director, Finland and Switzerland. He was appointed Chief Operating Officer, Europe Materials in 2007 and Managing Director of the Division in January 2009.

Erik Bax, a building & construction engineer and MBA, joined CRH in 1984 as Manager, New Business at Vaculux and was appointed Managing Director Vaculux in 1993. He subsequently held a number of senior positions in Europe Products & Distribution. Erik became Managing Director CRH Europe Building Products in 2003 and Managing Director CRH Europe Distribution in 2007. He was appointed Managing Director of CRH Europe Products & Distribution in 2010.

Mark Towe was appointed a CRH Board Director with effect from July 2008. A United States citizen, he joined CRH in 1997. In 2000, he was appointed President of Oldcastle Materials, Inc. and became the Chief Executive Officer of this Division in 2006. He was appointed to his current position of Chief Executive Officer of Oldcastle, Inc. (the holding company for CRH’s operations in the Americas) in July 2008. With approximately 40 years’ of experience in the building materials industry, he has overall responsibility for the Group’s aggregates, asphalt and readymixed concrete operations in the United States and its products and distribution businesses in the Americas.

CRH    15

Description of the Group

DESCRIPTION OF THE GROUP

2011 Organisation and People

With effect from January 2011, as part of an organisational alignment to accelerate the capture of market growth opportunities while streamlining common business processes and functions, the Architectural, Precast and MMI groups within Americas Products were combined to form a new product group - Building Products - under the leadership of Keith Haas.

This reorganisation has proved very successful and we have now further re-aligned our management structure in the Americas. With effect from 20 February 2012, Doug Black, previously Chief Executive Officer (CEO) of Americas Materials, took on the role of President and Chief Operating Officer (COO) of Oldcastle, Inc. (holding company for CRH’s operations in the Americas) reporting to Oldcastle CEO, Mark Towe. Randy Lake took over from Doug as CEO of Americas Materials, again with effect from 20 February 2012. Keith Haas took on expanded responsibilities with the absorption of our BuildingEnvelope™ operations into the Building Products structure. Randy and Keith, together with Bob Feury, CEO of Americas Distribution, all report to Doug in his role as COO, Oldcastle.

Francisco Irazusta joined Europe Products & Distribution in early 2011 and has assumed responsibility for our Products operations reporting to Erik Bax, Managing Director, Europe Products & Distribution.

In July 2011 Bill Sandbrook resigned from our US operations to take up a position elsewhere in the industry. We thank Bill for his long and committed service over many years.

The average number of employees for the past three financial years is disclosed in note 7 to the Consolidated Financial Statements on page 126.

No significant industrial disputes have occurred at any of CRH’s factories or plants during the past five years. The Group believes that relations with its employees and labour unions are satisfactory.

16    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Business Overview

The percentage of Group revenue and operating profit for each of the six reporting segments for 2011, 2010 and 2009 is as follows:

	2011				2010				2009
	Revenue		Operating profit		Revenue		Operating profit		Revenue		Operating profit
Share of revenue and operating profit
Europe Materials1		17%		30%		16%		36%		16%		27%
Americas Materials		24%		30%		26%		41%		25%		43%
Europe Products		15%		8%		16%		2%		17%		12%
Americas Products		13%		5%		14%		-3%		14%		2%
Europe Distribution		24%		22%		21%		19%		21%		14%
Americas Distribution		7%		5%		7%		5%		7%		2%
Total		100%		100%		100%		100%		100%		100%

1 See “Business Operations in Europe Materials” below for details of non-European countries grouped with Europe for reporting purposes.

Business Operations in Europe Materials

Europe Materials’ strategy is to build strong vertically integrated regional positions. Operating in 20 countries, the business is founded in resource-backed cement and aggregates assets which support the manufacture and supply of aggregates, concrete and asphalt products. With a network of well-invested facilities, Europe Materials focuses on operational excellence initiatives which include production efficiencies, greater use of alternative fuels and manufacture of low carbon cements, while the scale of our operations provides economies in purchasing and logistics management.

Development focus is centred on bolt-on acquisitions for synergies, reserves and further vertical integration in addition to opportunities in contiguous regions to extend and strengthen regional positions. Europe Materials has championed CRH’s entry into developing markets that offer long-term growth potential, with entry via cement and aggregates assets and the potential to roll out its operational excellence programmes and vertical integration approach over time. In total, Europe Materials employs approximately 11,600 people at close to 650 locations.

Products and Services	Location2
Cement	Belgium, China, Finland, India (50%), Ireland, Lebanon (25%), Netherlands, Poland, Portugal (49%), Switzerland, Tunisia (49%), Turkey (50%), Ukraine, United Kingdom
Aggregates	Estonia, Finland, Ireland, Latvia, Netherlands, Poland, Portugal (49%), Slovakia, Spain, Switzerland, Ukraine
Asphalt	Finland, Ireland, Poland, Switzerland
Readymixed Concrete	Estonia, Finland, Ireland, Latvia, Netherlands, Poland, Portugal (49%), Russia, Spain, Switzerland, Tunisia (49%), Turkey (50%)
Lime	Ireland, Poland
Concrete Products	Estonia, Finland, Ireland, Poland, Portugal (49%), Spain, Tunisia (49%), Ukraine

2 Excludes associate interests; percentages indicate ownership by CRH where this is not a subsidiary.

CRH    17

Description of the Group

DESCRIPTION OF THE GROUP

Cement is a primary building material used in the construction industry. It is manufactured by heating limestone with small quantities of other materials in a kiln through a carefully controlled chemical process that is capital-intensive. Cement is used principally as a binding agent to bind other materials together—its most common use is to mix it with sand, stone or other aggregates and water to form concrete. Cement customers primarily comprise concrete producers and merchants supplying construction contractors and others. Where CRH has cement and concrete operations, a significant portion of cement sales would typically be supplied to those operations. While cement or clinker may be imported from other countries, competition comes mainly from other large cement producers located within each country. CRH’s cement activities in Belgium and the Netherlands relate to cement transport and trading.

Aggregates are naturally occurring sand, gravel or crushed stone deposits such as granite, limestone and sandstone. Limestone reserves, which are used to supply cement plants, are located at or near each plant and are generally owned by CRH. In Finland, CRH buys the aggregates raw materials for its two cement plants as the Group does not own limestone reserves near the plants. For additional information on the location and adequacy of all of the Group’s mineral reserves, see the Property, Plants and Equipment section on pages 26 to 28.

Aggregates, asphalt and related services are sold principally to local governmental highway authorities and to contractors, while readymixed concrete and concrete products (manufactured mainly at locations with aggregates on site and including block, masonry, pipe, rooftiles and paving) are sold to both the public and private construction sectors. Competition comes mainly from other large aggregates, asphalt, readymixed concrete and concrete products producers, as well as from a variety of smaller manufacturers in local economies.

The division is organised geographically by country/region.

Joint Venture Interests

CRH holds 49% of Secil, a Portuguese manufacturer of cement and readymixed concrete acquired by CRH in 2004, and has joint management control of this business. In Portugal, Secil operates three integrated cement plants, a number of readymixed concrete plants and hard rock quarries, and produces precast concrete products and mortars. Secil is also a prominent producer of cement in southeastern Tunisia and has 51% investments in an integrated cement plant in Lebanon and a cement grinding operation located in the south of Angola.

CRH holds 50% joint venture stakes in Denizli Cimento, an integrated cement and readymixed concrete business in Turkey, and in My Home Industries Limited (“MHIL”), a cement producer headquartered in Hyderabad serving the Andhra Pradesh region of Southeast India.

Associate Interests

CRH has a 26% equity interest in Corporación Uniland S.A. (“Uniland”), a major Spanish manufacturer of cement, readymixed concrete, mortar and aggregates with additional cement and readymixed concrete interests in Tunisia.

CRH has a 25% equity interest in Mashav, the holding company for the sole producer of cement in Israel.

In 2009, CRH acquired a 26% equity interest in Yatai Building Materials Company’s cement operations (Yatai Cement), with cement and concrete operations in Jilin, Heilongjiang and Liaoning provinces in northeastern China.

18    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Business Operations in Americas Materials

Americas Materials’ strategy is to build strong regional positions underpinned by well-located, long-term reserves. Operating in 44 states with 12.4 billion tonnes of permitted aggregates reserves of which 80% are owned, this business is vertically integrated from primary resource quarries into aggregates, asphalt and readymixed concrete products. With 65% exposure to infrastructure, the business is further integrated into asphalt paving services through which it is a principal supplier of product to US highway repair and maintenance demand.

Our national network of operations and deep local market knowledge drive local performance and national synergies in procurement, cost management and operational excellence. In a largely unconsolidated sector where the top ten industry participants account for just 30% of US aggregates production, 25% of asphalt production and 20% of readymixed concrete production, CRH is structured and positioned to participate as the industry consolidates further. Americas Materials employs approximately 17,800 people at close to 1,200 operating locations.

Products and Services	Location
Aggregates	US
Asphalt	US
Readymixed Concrete	US

The Division is the largest asphalt producer and the third-largest producer of both aggregates and readymixed concrete in the US. For additional information on the location and adequacy of all of the Group’s mineral reserves, see the Property, Plants and Equipment section on pages 26 to 28.

The Division is broadly self-sufficient in aggregates and its principal purchased raw materials are liquid asphalt and cement used in the manufacturing of asphalt and readymixed concrete respectively. These raw materials are available from a number of suppliers. There is a continued focus on improving bitumen and energy purchasing and we continue to source the lowest cost alternative energy for use in asphalt production.

Federal, state and local government authority road and infrastructural projects awarded by public bid represent a significant proportion of work carried out by the Division. The Division also has a broad commercial base, supplying stone, readymixed concrete and asphalt for industrial, office, shopping mall and private residential development and refurbishment.

The Americas Materials Division is organised geographically into East and West, containing four and three divisions respectively.

East:

Northeast (including operations in New England, New York, New Jersey and Connecticut);

Mid-Atlantic (Pennsylvania, Delaware, Virginia, West Virginia, Maryland, Kentucky, eastern Tennessee and North Carolina);

Central (Ohio, Indiana and Michigan); and

Southeast (Alabama, Georgia, South Carolina and Florida).

West:

Central West (Texas, Oklahoma, Arkansas, Mississippi, western Tennessee, Missouri, Kansas, Iowa, Nebraska, Minnesota, Illinois and South Dakota);

Mountain West (Colorado, Wyoming, Utah, Montana, New Mexico, southern Idaho, Nevada and Arizona); and

Northwest (Washington, Oregon and northern Idaho).

CRH    19

Description of the Group

DESCRIPTION OF THE GROUP

Business Operations in Europe Products

Europe Products’ strategy is to build and grow scalable businesses in the large European construction markets. The strategy is delivered by increasing the penetration of CRH products, developing positions to benefit from scale and best practice. We create competitive advantage through product, process and end-use innovation, while maintaining a balanced exposure to demand drivers.

Operating in 19 countries, this business is a regional leader in concrete products, concrete landscaping, clay products, construction accessories and entrance control systems. Leveraging the benefits of our regional platforms, we realise operational and procurement synergies across the network. Pan-European product development provides construction solutions which increase efficiencies on site, creating more design freedom for architects and enhancing the built environment. Europe Products’ development strategy is to further penetrate the growing RMI markets of developed Europe and to broaden the product range in developing regions as construction markets in those regions become more sophisticated. This Segment employs approximately 16,600 people at close to 400 operating locations.

Products and Services	Location
Concrete Products
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

Concrete Products

This group manufactures concrete products for two principal end-uses: pavers, tiles and blocks for architectural use, and floor and wall elements, beams and vaults for structural use. In addition, sand-lime bricks are produced for the residential market. Principal raw materials include cement, crushed stone and sand and gravel, all of which are readily available locally.

Clay Products

The Clay Products group principally produces clay facing bricks, pavers, blocks and rooftiles, with the Ibstock operation in the UK being the largest business.

Building Products

The Building Products group is active in lightside building materials and is the European market leader in outdoor security and construction accessories.

The Construction Accessories group is a market leader in construction accessories in Europe, supplying metal-based accessories, including stainless steel fixing systems, for the construction and precast concrete industries.

The Fencing & Security business unit is mainly active in the non-residential construction market. The business unit comprises Fencing & Security (“F&S”), Shutters & Barriers (“S&B”), Access Control and Roller Shutters & Awnings (“RSA”) businesses which specialise in entrance control and climate control products.

20    CRH

Description of the Group

DESCRIPTION OF THE GROUP

F&S, together with Access Control, is a supplier of security solutions, which includes designing and manufacturing fencing and security gate systems and supplying access control systems for the building industry, manufacturing industry, sports and recreational areas, power stations and airports. Raw materials for fencing and security gate manufacturing comprise steel, aluminium, reinforced glass fiber, chain-link fabric and barbed wire purchased from a variety of sources. The RSA group specialises in developing, assembling and distributing roller shutter and awning systems.

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. The first half of 2011 saw completion of this divestment.

Business Operations in Americas Products

Americas Products’ strategy is to build a national footprint of an optimised portfolio of businesses which offer regional leadership positions across a full range of Building Products (precast and architectural concrete, clay and fencing products, packaged lawn and garden products, and packaged concrete mixes) and BuildingEnvelope^™ solutions (glass and aluminium glazing systems) under the Oldcastle brand name. A coordinated approach at both a national and regional level achieves economies of scale and facilitates sharing of best practices which drive operational and commercial improvement. Through Oldcastle’s North American research and development centre, a continuous pipeline of innovative value-added products and design solutions are maintained.

Operating in 40 states, CRH has the breadth of product range and national footprint to provide a national service to customers with the personal touch of a local supplier. Focussing on strategic and national accounts, the new Oldcastle Building Solutions initiative provides an additional platform for growth as it is uniquely positioned in the industry to offer solutions to customers across all phases of building construction. Employees total approximately 14,900 at close to 380 locations.

Products and Services	Location
Architectural Concrete	Canada, US
Clay	Argentina, US
Precast Concrete, Pipe and Prestress Products	Canada, US
Glass Fabrication Glazing Systems	Argentina, Canada, Chile, US Canada, US
Construction Accessories	US
Fencing Products	Mexico, US

Building Products

Architectural Products (“APG”) , which is a leading North American producer of concrete masonry and hardscape products, packaged lawn and garden products, prepackaged cement mixes, clay brick and lightweight aggregates, services the US and eastern Canada from 234 operating locations in 39 states and two Canadian provinces. The residential and non-residential sectors combined account for 95% of APG’s output, a significant proportion of which is used in the RMI and DIY sectors. Competition for APG arises primarily from other locally-owned products companies. Principal raw material supplies are readily available.

APG’s concrete masonry products are used for cladding and foundations. Hardscape products comprise pavers, retaining wall products and patio products.

Lawn and garden products, mainly bagged and bulk mulch, soil and specialty stone products, are marketed to major DIY and homecenter chains across the United States. Cementitious dry-mixes,

CRH    21

Description of the Group

DESCRIPTION OF THE GROUP

marketed under the Sakrete^® and ProSpec^® brands, and lightweight aggregate are also important product lines. APG also includes Glen-Gery Corporation, a clay brick producer located primarily in the northeast and midwest regions of the United States and includes Merchants Metals, which supplies thousands of specialised products used in concrete construction activities.

The Precast group produces precast, prestressed and polymer concrete products, small plastic box enclosures and concrete pipe in the US and Canada with 84 locations in 25 states and the province of Quebec.

The most significant precast concrete products are underground vaults sold principally to water, electrical and telephone utilities. Other precast items include drainage and sanitary sewer products such as pipe, manholes, inlets and catch basins and street and highway products such as median barriers, culverts and short span bridges. In many instances, precast products are an alternative to poured-in-place concrete, which is a significant competing product. Plastic enclosures are also supplied to water, electrical and telephone utilities. Polymer trench is sold to the electric and railroad market.

The Building Systems and Modular group manufactures and installs pre-stressed concrete flooring plank, modular precast structures and other products. These products are used mainly in structures such as hotels, apartments, dormitories and prisons.

Concrete pipe is used for storm and sanitary sewer applications, which are largely local government projects. Competing materials include corrugated steel pipe and high-density polyethylene pipe in storm sewer applications and plastic pipe in sanitary sewer applications.

Precast also includes the Meadow Burke operations, a leading manufacturer and distributer of fencing and related products, used by the residential, non-residential and infrastructure sectors.

BuildingEnvelope™

BuildingEnvelope™ (“BE”) custom manufactures architectural glass and engineered aluminium glazing systems for multi-storey commercial, institutional and residential construction. With close to 4,100 people and 52 locations in 23 states and four Canadian provinces, BE is the largest supplier of high-performance glazing products and services in North America, delivering to all of the top 50 MSAs (Metropolitan Statistical Areas) in the US and Canada.

Tempered glass and engineered aluminium glazing systems are building products with major applications in the RMI construction sector and have a wide range of architectural applications. The architectural glass product range includes insulated, spandrel, laminated, security and sound control glass manufactured in a variety of shapes, thicknesses, colours and qualities. The engineered aluminium glazing systems product range includes a broad range of storefront and entrances, curtain wall and architectural windows.

South America

CRH operates five different companies in Argentina and Chile.

Canteras Cerro Negro is a clay roofing, wall and floor tiles producer. It owns two state-of-the-art production facilities in Olavarría and a greenfield manufacturing facility in Cordoba, which commenced production in 2009. Cormela, acquired during 2008, produces clay block at a facility in Campana, 60 kilometres (“km”) from Buenos Aires.

Superglass (Argentina) and Vidrios Dell Orto (Chile) fabricate tempered, laminated and insulated glass.

Comercial Duomo is a specialised construction products retailer and wholesaler in Chile which was acquired in 2008.

22    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Business Operations in Europe Distribution

Europe Distribution’s strategy is to seek opportunities to increase its network density in the largely unconsolidated core European markets while also investing in other attractive segments of building materials distribution. Organisational initiatives leverage expertise between DIY and builders merchants and use best-in-class IT to deliver operational excellence, optimise the supply chain and provide superior customer service.

From a solid base in the Netherlands, CRH has extensively expanded its leading Builders Merchants positions in Switzerland, Germany, Austria and France in addition to growing its DIY “Gamma” format in the Benelux. Substantial opportunities remain to increase our existing network in core European markets and to establish new platforms aimed at growing our exposure to RMI market demand. A recent example is CRH’s entry into the developing Sanitary, Heating and Plumbing (“SHAP”) distribution market through the acquisition of a Swiss provider of high-end sanitary ware, since replicated in contiguous markets in Germany and Belgium. Europe Distribution employs approximately 12,100 people at over 760 operating locations.

Products and Services	Location1
Builders Merchants	Austria, Belgium, France, Germany, Netherlands, Switzerland
DIY Stores	Benelux, Germany and Portugal (50%)

1 Excludes associate interests; percentages indicate percentage ownership by CRH where this is not a subsidiary.

Builders Merchants

Professional Builders Merchants caters to the heavyside sector selling a range of bricks, cement, roofing and other building products mainly to small and medium-sized builders. Competition in merchanting is encountered primarily from other merchanting chains and local individual merchants. In Switzerland, the Group has a strong position as the largest builders merchant and the only country-wide supplier of SHAP products. CRH is a major regional distributor in France, with 100 locations. In 2010, CRH acquired an additional 50% of Bauking, in which CRH already had a 47.82% stake. Bauking is a major regional player in the northwest of Germany with 81 locations. Sax Sanitair, acquired in August 2010, is a leading SHAP distributor in Belgium where the group now has 20 SHAP locations.

In addition, CRH holds a 21.13% equity interest in Samse S.A., a publicly-quoted distributor of building materials to the merchanting sector in the Rhône-Alpes region.

During 2011 we sold our activities in Afast B.V., a specialist roofing business as well as our 35% equity interest in Trialis, a General Builders Merchant in France.

DIY

The DIY Europe platform operates under five different brands: GAMMA (the Netherlands and Belgium), Karwei (the Netherlands), Hagebau (Germany) and Maxmat (Portugal) selling to DIY enthusiasts and home improvers. CRH operates 138 Karwei and GAMMA DIY stores in the Netherlands and 19 GAMMA stores in Belgium. The stores operate within the Intergamma franchise organisation, the largest DIY group in the Benelux. Buying and advertising is undertaken by Intergamma, which is owned by its franchisees. In Germany, Bauking operates 51 DIY stores under the brand name Hagebau. In Portugal, Maxmat is a 50% joint venture cash and carry DIY chain with 33 stores.

CRH    23

Description of the Group

DESCRIPTION OF THE GROUP

Business Operations in Americas Distribution

Americas Distribution’s strategy is focussed on being the supplier of choice to the professional roofing and siding contractor and to applying this successful distribution model to the Interior Products demand segment. Demand in the Exterior Products business is largely influenced by residential and commercial replacement activity with the key products having an average life span of 25 years. The Interior Products division has less exposure to replacement activity as demand is largely driven by the new commercial construction market. State-of-the-art IT, disciplined and focussed cash management and well-established procurement and commercial systems support supply chain optimisation and enable CRH to provide superior customer service.

Growth opportunities include investment in new regions, in complementary private label and energy-efficient product offerings, and in other attractive building materials distribution segments that service professional dealer networks. Employees total approximately 3,300 at over 190 operating locations.

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

Oldcastle Distribution, trading primarily as Allied Building Products (“Allied”), is a large distributor in the Roofing/Siding segment in the United States. Demand is largely influenced by residential and commercial replacement activity, with the key products having an average life span of roughly 25 years. Allied’s Interior Products segment accounts for approximately 34% of annualised Distribution sales. The primary customers are drywall contractors who are mainly involved in new residential and new commercial construction.

24    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Development and Portfolio Review

Acquisition and investment spend amounted to €0.5 billion in 2009 on a total of 17 transactions. First-half expenditure of €0.3 billion included the purchase of a 26% associate stake in Yatai Cement, the leading cement manufacturer in northeastern China, plus six other acquisitions across the Group’s Materials and Distribution segments. Second-half spending of €0.2 billion principally comprised four important bolt-on transactions in the Americas Materials Division completed in November/December plus six smaller Materials transactions in Poland, China and the US.

Total acquisition spend (including debt acquired and deferred and contingent acquisition consideration) for 2010 was €567 million, which included 28 traditional bolt-on acquisitions. First half expenditure of €159 million included 13 acquisitions across the Materials segments of the Group’s businesses in Europe and the United States, and a further investment in northeastern China where an associate, Yatai Building Materials, continued to expand its position. The second half of the year saw a welcome pick-up in the pace of development activity with total expenditure of €408 million. This included a series of nine further bolt-on acquisitions by the Americas Materials business, extending their geographic reach; in total in 2010, acquisitions by this Division added a total of 579 million tonnes of well-located aggregates reserves across the United States. In Europe in the second half of the year, the Group added to its materials footprint in Switzerland, and, with the buyout of an additional 50% of the Bauking joint venture, substantially expanded the Group’s presence in the attractive German distribution market.

Total acquisition spend for 2011 amounted to €610 million on a total of 45 bolt-on transactions which will contribute annualised sales of circa €500 million, of which €157 million has been reflected in our 2011 results. Expenditure of €163 million in the first half included 22 acquisition and investment initiatives across all six operating segments strengthening our existing market positions and adding valuable and well-located aggregates reserves. The second half of the year saw a step-up in the pace of development activity with expenditure of €447 million on 23 acquisitions including the VVM Group in Belgium, an important strategic add-on for our existing Benelux-based Cementbouw business. We also saw a welcome return to development activity in our Americas Distribution business which added a total of 24 branches in 4 transactions in the second half of 2011.

Total proceeds from completed disposals in 2011 amounted to €492 million. The previously announced divestments of Europe Products’ Insulation and Climate Control businesses, together with the disposal of our 35% associate investment in the Trialis distribution business in France, were completed in the first half of the year, while the second half saw the sale of our seawater magnesia operation in Ireland. The sales impact of these disposals, and of the disposal in November 2010 of our Ivy Steel business in the United States, was a reduction of €469 million in 2011.

CRH    25

Description of the Group

DESCRIPTION OF THE GROUP

Property, Plants and Equipment

At 23 March 2012, CRH and its joint ventures had a total of 2,615 building materials production locations and had a total of 955 Merchanting & DIY locations. 1,496 locations are leased, with the remaining 2,074 locations held on a freehold basis. Further details on locations and products produced are provided under the Business Overview section. None of CRH’s individual properties are of material significance to the Group.

The most significant subsidiary locations are the cement facilities in Ireland, Finland, Poland, Switzerland and Ukraine. The capacity for these locations is as follows:

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

CRH believes that all the facilities are in good condition, adequate for their purpose and suitably utilised according to the individual nature and requirements of the relevant operations. CRH has a continuing programme of improvements and replacements to properties when considered appropriate to meet the needs of the individual operations. Further information in relation to the Company’s accounting policy and process governing any impairment of property, plant and equipment is given on pages 109 and 110 and in note 14 to the Consolidated Financial Statements on page 133.

In Poland, CRH operates a modern dry-process kiln at Ożarów, approximately 170 km south east of Warsaw, with a total annual clinker production capacity of 2.6 million tonnes. Management is reviewing the timing of the requirement for additional cement capacity in Poland, and accordingly further expenditure on the expansion project at Ożarów which was announced in 2007 has been postponed.

The Group operates one cement plant in southwest Ukraine which produced 1.4 million tonnes of cement in 2011. Conversion of the wet-process cement plant to a dry-process plant with 2.5 million tonnes clinker capacity began in August 2011 with the commissioning period complete by year-end. The €242 million investment project was the first-ever joint implementation project registered by the United Nations, and the new production line is delivering significant efficiency savings and reduced CO₂ emissions.

26    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Mineral Reserves

The Group’s reserves for the production of primary building materials (which encompass cement, lime, aggregates (stone and sand & gravel), clay products, asphalt, readymixed concrete and concrete products) fall into a variety of categories spanning a wide number of rock types and geological classifications—see the table on the next page setting out the activities with reserves backing.

Reserve estimates are generally prepared by third-party experts (i.e. geologists or engineers) prior to acquisition; this procedure is a critical component in the Group’s due diligence process in connection with any acquisition. Subsequent to acquisition, estimates are typically updated by company engineers and/or geologists and are reviewed annually by corporate and/or Divisional staff. However, where deemed appropriate by management, in the context of large or strategically important deposits, the services of third-party consultant geologists and/or engineers may be employed to validate reserves quantities outside of the aforementioned due diligence framework on an ongoing basis. The Group has not employed third-parties to review reserves over the three-year period ending 31 December 2011 other than in business combination activity and specific instances where such review was warranted.

Reserve estimates are subject to annual review by each of the relevant operating entities across the Group. The estimation process distinguishes between owned and leased reserves segregated into permitted and unpermitted as appropriate and includes only those permitted reserves which are proven and probable. The term “permitted” reserves refers to those tonnages which can currently be mined without any environmental or legal constraints. Permitted owned reserve estimates are based on estimated recoverable tonnes whilst permitted leased reserve estimates are based on estimated total recoverable tonnes which may be extracted over the term of the lease contract.

Proven and probable reserve estimates are based on recoverable tonnes only and are thus stated net of estimated production losses and other matters factored into the computation (e.g. required slopes/benches). In order for reserves to qualify for inclusion in the “proven and probable” category, the following conditions must be satisfied:

• The reserves must be homogeneous deposits based on drill data and/or local geology; and

• The deposits must be located on owned land or on land subject to long-term lease.

None of CRH’s mineral-bearing properties are individually material to the Group.

CRH    27

Description of the Group

DESCRIPTION OF THE GROUP

Activities with Reserves Backing^*1

	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
					Owned	Leased						Hard rock		Sand & gravel		Other
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	%

* CRH’s share of the reserves and the annualised production of its joint ventures are proportionately consolidated in the table.

1 The disclosures made in this category refer to those facilities which are engaged in on-site processing of reserves in the various forms.

2 1 hectare equals approximately 2.47 acres.

3 Where reserves are leased, the data presented above is restricted to include only that material which can be produced over the life of the contractual commitment inherent in the lease; the totals shown pertain only to amounts which are proven and probable. All of the proven and probable reserves are permitted and are quoted in millions of tonnes.

4 Years to depletion have been estimated by the Group’s geologists/engineers taking into account historical levels of production and development projects.

5 Annualised extraction is quoted in millions of tonnes.

Sources and Availability of Raw Materials

CRH generally owns or leases the real estate on which its main raw materials, namely aggregates and clay reserves, are found. CRH is a significant purchaser of certain important materials such as cement, bitumen, steel gas, fuel and other energy supplies, the cost of which can fluctuate significantly and consequently have an adverse impact on CRH’s business. CRH is not generally dependent on any one source for the supply of these materials, other than in certain jurisdictions with regard to the supply of gas and electricity. Competitive markets generally exist in the jurisdictions in which CRH operates for the supply of cement, bitumen, steel and fuel.

28    CRH

Description of the Group

DESCRIPTION OF THE GROUP

The Environment and Government Regulations

Introduction

The most important government regulations relevant to CRH as a building materials company are those environmental laws and regulations relevant to our extractive and production processes. In the European Union, operations are subject to national environmental laws and regulations, most of which now emanate from European Union Directives and Regulations. In the United States, operations are subject to Federal and State environmental laws and regulations. In other jurisdictions, national environmental laws apply.

Environmental Compliance Policy

In order to comply with the above suite of environmental regulations affecting its operations, CRH has developed the following Group environmental policy, approved by the CRH Board and applied across all Group companies, which is to:

• comply, at a minimum, with all applicable environmental legislation and continually improve our environmental stewardship towards industry best practice;

• ensure that our employees and contractors respect their environmental responsibilities;

• proactively address the challenges and opportunities of climate change;

• optimise our use of energy and all resources;

• promote environmentally-driven product innovation and new business opportunities; and

• be good neighbours in every community in which we operate.

Achieving our environmental policy objectives at all our locations is a management imperative; this line responsibility continues right up to CRH Board level. Daily responsibility for ensuring that the Group’s environmental policy is effectively implemented lies with individual location managers, assisted by a network of Environmental Liaison Officers (“ELOs”). At each year-end, the ELOs assist the Group Sustainability Manager and his team in carrying out a detailed assessment of Group environmental performance, which is reviewed by the CRH Board.

Addressing Climate Change

CRH recognises that climate change is a major challenge facing humanity and is committed to playing its part in developing practical solutions. CRH is a core member of the Cement Sustainability Initiative (“CSI”) of the World Business Council for Sustainable Development (“WBCSD”). The CSI is a voluntary initiative by 22 of the world’s major cement producers, promoting greater sustainability in the cement industry.

In 2007, CRH committed to a 15% reduction in its specific CO₂ cement plant emissions by 2015 compared with the 1990 specific emissions for the same portfolio of plants. This reduction is on track, and is being achieved through major capital investment programmes in its cement activities.

CRH is operating successfully within the National Allocation Plans under the European Emissions Trading Scheme through actively implementing carbon reduction strategies. Through relevant trade associations and the CSI of the WBCSD, CRH is actively engaged in industry initiatives to develop appropriate carbon mitigation strategies post 2012.

CRH has implemented capital expenditure programmes in its cement operations in Europe to reduce carbon emissions in the context of the European Union commitment to reduce Greenhouse Gas emissions by 20% by 2020. The European Union is committed to increasing this target to 30% should an international agreement be concluded. Achieving such reductions would represent a significant extra constraint on cement operations in Europe.

CRH    29

Description of the Group

DESCRIPTION OF THE GROUP

US Federal and State laws are developing proactively to address carbon emissions. The Group will incur costs in monitoring and reporting emissions. Ultimately a “cap and trade” scheme may be implemented and may impact on the Group’s current cement operation in the US and depending on the scope of the legislation, could significantly impact asphalt operations in the US. As of 23 March 2012, the Group is not aware of any schemes that would materially affect its US operations.

Possible Environmental Liabilities

At 23 March 2012 there were no material pending legal proceedings relating to environmental regulations or to site remediation which are anticipated to have a material adverse effect on the financial position or results of operations or liquidity of the Group, nor have internal reviews revealed any situations of likely material future environmental liability to the Group.

Governmental Policies

The overall level of government capital expenditures and the allocation by state entities of available funds to different projects as well as interest rate and tax policies directly affect the overall levels of construction activity. The terms and general availability of government permits required to conduct Group business also has an impact on the scope of Group operations. As a result such governmental decisions and policies can have a significant impact on the operating results of the Group.

Legal Proceedings

Group companies are parties to various legal proceedings, including some in which claims for damages have been asserted against the companies. Having taken appropriate advice, we believe that the aggregate outcome of such proceedings will not have a material effect on the Group’s financial condition, results of operations or liquidity.

Details of the ongoing legal case involving CRH’s interest in Secil are set out in note 2 to the Consolidated Financial Statements on page 122.

Mine Safety Disclosures

The information concerning mine safety violations and other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act is included in exhibit 99.1 to this Annual Report on Form 20-F.

Seasonality and Weather Patterns

Activity in the construction industry is characterised by cyclicality and is dependent to a significant extent on the seasonal impact of weather in the Group’s operating locations with activity in some markets reduced significantly in winter due to inclement weather. First-half sales accounted for 45% of full-year 2011 (2010: 45%), while EBITDA (as defined)* for the first six months of 2011 represented 35% of the full-year out-turn (2010: 32%).

Research & Development

Research and development is not a significant focus of CRH’s business. CRH’s policy is to expense all research and development costs as they occur.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

30    CRH

Description of the Group

DESCRIPTION OF THE GROUP

Risk Factors

This section describes the principal risks and uncertainties that could affect the Group’s business. The risks and uncertainties listed below should be considered in connection with any forward-looking statements in this Form 20-F and the cautionary statements contained in the section “Introduction and Performance Indicators - Forward-Looking Statements”.

A. Economic, strategic and operational risks

CRH operates in cyclical industries which are influenced by global and national economic circumstances and the level of construction activity. Severe weather can reduce construction activity and lead to a decrease in demand for the Group’s products in areas affected by adverse weather conditions. The Group’s financial performance may also be negatively impacted by declines in governmental funding programmes (largely for infrastructure), unfavourable swings in fuel and other commodity/raw material prices and by lowered sovereign creditworthiness and related austerity measures. The adequacy and timeliness of management response to unfavourable events is critical.

The Group’s operating and financial performance is influenced by general economic conditions and the state of the residential, industrial and commercial and infrastructural construction markets in the countries in which it operates, particularly the European Union and North America.

The deterioration in Eurozone financial markets has contributed to global economic uncertainty. Whilst various actions have been taken by the European Commission, the European Central Bank, the International Monetary Fund and other parties to address the likely effects on the real economies of the participant countries and others, the success of these endeavours cannot be guaranteed.

In general, economic uncertainty exacerbates negative trends in construction activity leading to postponement in orders. Construction markets are cyclical and are affected by many factors that are beyond the Group’s control, including:

• the price of fuel and principal energy-related raw materials such as bitumen and steel (which in 2011, accounted for approximately 9% of annual Group sales revenues);

• the performance of national economies in the 36 countries in which CRH operates;

• monetary policies in the countries in which CRH 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 “Safe, Accountable, Flexible, Efficient Transportation Equity Act: A Legacy for Users”; 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.

A continuation of or deterioration in the current strained global economic conditions may result in further general reductions in construction activity (e.g. further austerity measures being contemplated in the Eurozone and the United States). Against this backdrop, the adequacy and timeliness of the actions taken by CRH’s management team are of critical importance in delivering financial performance.

Each of the above factors could have a material adverse effect on the Group’s operating results and the market price of CRH’s securities.

As an international business, CRH operates in many countries with differing, and in some cases potentially fast-changing, economic, social and political conditions. Changes in these conditions or in the governmental and regulatory requirements in any of the countries in which CRH operates, and in particular in developing markets, may adversely affect CRH’s business thus leading to possible impairment of financial performance and/or restrictions on future growth opportunities amongst other matters.

CRH    31

Description of the Group

DESCRIPTION OF THE GROUP

CRH 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, Turkey, China and India. The economies of these countries are at diverse stages of socioeconomic and macroeconomic development which could give rise to a number of risks, uncertainties and challenges; these would 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;

• ethical procurement;

• unexpected changes in regulatory requirements; and

• state-imposed restrictions on repatriation of funds.

CRH faces strong volume and price competition across its activities. Given the commodity nature of many of its products, market share, and thus financial performance, will decline if CRH fails to compete successfully.

The competitive environment in which the Group operates 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 Group conducts business, downward pricing pressure is experienced from time to time and the 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 selling prices.

Existing products may be replaced by substitute products which CRH does not produce or distribute leading to losses in market share and constraints on financial performance.

A number of the products sold by CRH (both those manufactured internally and those distributed) compete with other building products that do not feature in CRH’s product range. Any significant replacement of the Group’s products by substitute products, which CRH does not produce or distribute, could adversely impact market share and results of operations in these markets.

Growth through acquisition is a key element of CRH’s strategy. CRH may not be able to continue to grow as contemplated in its business plan if it is unable to identify attractive targets, 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 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, for example. As a result of the challenging trading backdrop to many of CRH’s businesses since onset of the financial crisis and the ensuing global economic downturn, management’s focus continues to be limited to acquisition opportunities that offer compelling value and exceptional strategic fit.

The realisation of CRH’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 activity. CRH may not be able to identify such companies, and, even if identified, may not be able to acquire them given 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. The Group’s ability to realise the expected benefits from

32    CRH

Description of the Group

DESCRIPTION OF THE GROUP

acquisition activity depends, in large part, on its ability to integrate newly-acquired businesses in a timely and effective manner. Even if CRH is able to acquire suitable companies, it still may not be able to incorporate them successfully into its legacy business and, accordingly, may be deprived of the expected benefits thus leading to potential dissipation and diversion of Group management resources.

CRH does not have a controlling interest in certain of the businesses (i.e. associates and joint ventures) in which it has invested and may invest; these arrangements may require greater management of more complex business partner relationships. In addition, CRH is subject to various restrictions as a result of non-controlling interests in certain of its subsidiaries.

Given the absence of control in associates and, to a lesser extent, joint ventures, important decisions such as the approval of business plans and the timing and amount of cash distributions and capital expenditure, for example, may require the consent of CRH’s partners or may be approved without CRH’s consent (despite provisions in the purchase contract). These limitations could impair CRH’s ability to effectively manage and/or realise its strategic goals for these businesses.

The majority of CRH’s subsidiaries are wholly-owned with non-controlling interests (i.e. minority shareholders) accounting for an immaterial share of total equity. Various disadvantages may result from the participation of non-controlling interests whose objectives and concerns may not always align with those of CRH. The presence of non-controlling interests may, among other things, impede CRH’s ability to implement organisational efficiencies, transfer cash from one subsidiary to another and allocate assets in the most effective manner.

Given the decentralised structure of CRH, existing processes to recruit, develop and retain talented individuals and promote their mobility may be inadequate thus giving rise to difficulties in succession planning and potentially impeding the continued realisation of the Group’s core strategy of performance and growth.

The identification and subsequent assessment, management, development and deployment of talented individuals is of major importance in continuing to deliver on CRH’s core strategy of performance and growth and in ensuring that succession planning objectives for key executive roles throughout CRH’s international operations are satisfied. In recognition of these requirements, the human resource management framework focuses on the operation of integrated and targeted programmes of performance management, leadership development (including international assignments, where appropriate), coaching and mentoring inter alia; the appropriateness of these programmes is reviewed on a regular basis to ensure that they mirror best practices.

B. Financial and reporting risks

CRH uses financial instruments throughout its businesses giving rise to interest rate, foreign currency, credit/counterparty and liquidity risks. 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. In addition, against the backdrop of the heightened uncertainties, in particular in the Eurozone, insolvency of the financial institutions with which CRH conducts business (or a downgrade in their credit ratings) may lead to losses in CRH’s liquid investments, derivative assets and cash and cash equivalents balances or render it more difficult either to utilise the Group’s existing debt capacity or otherwise obtain financing for the Group’s operations.

CRH has incurred and will continue to incur significant amounts of debt in order to finance its business and ongoing acquisition programme. As at 31 December 2011, CRH had outstanding net indebtedness of approximately €3.5 billion (2010: €3.5 billion). A significant portion of the cash generated from operational activity is dedicated to the payment of principal and interest on indebtedness and is not available for other purposes. If CRH’s earnings were to decline significantly, difficulties may be experienced in servicing its debt instruments. In addition, in raising debt, CRH has entered into certain financing agreements containing restrictive covenants requiring CRH to maintain a certain minimum interest cover ratio and a certain

CRH    33

Description of the Group

DESCRIPTION OF THE GROUP

minimum net worth and placing a maximum limit on the ratio of net debt to net worth. These restrictions may limit CRH’s flexibility in planning for and reacting to competitive pressures and changes in business, industry and general economic conditions and may limit its ability to undertake acquisition activity and capitalise on other business opportunities. For further information on financial covenants, please see the “Liquidity and Capital Resources” section of the Business Review (page 43).

CRH is exposed to movements in interest rates which affect the amount of interest paid on floating rate borrowings and the return generated on its cash investments. As at 31 December 2011, 70% (2010: 75%) of CRH’s net debt was at fixed interest rates. For additional information on the value of debt and the impact of movements in interest rates, see notes 21 and 25 to the Consolidated Financial Statements.

Any material deterioration in CRH’s existing credit ratings may significantly reduce its access to the debt markets and result in increased interest rates on future debt. A downgrade in CRH’s credit ratings may result from factors specific to CRH or from other factors such as general economic weakness or sovereign credit rating ceilings.

CRH holds significant cash balances on deposit with a variety of highly-rated financial institutions (typically invested on a short-term basis) which, together with liquid investments and cash and cash equivalents at 31 December 2011, totalled €1.3 billion (2010: €1.8 billion). In addition to the above, CRH 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 2011 were €205 million and €30 million respectively (2010: €208 million and €87 million). 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 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 2011, this balance was €0.4 billion (2010: €0.4 billion). In the current business environment, there is increased exposure to counterparty default, particularly as regards bad debts.

CRH operates a number of defined benefit pension schemes in certain of its operating jurisdictions. The assets and liabilities of these schemes may exhibit significant period-on-period volatility attributable primarily to asset valuations, changes in bond yields and longevity. In addition to future service contributions, significant cash contributions may be required to remediate past service deficits.

The assumptions used in the recognition of assets, liabilities, income and expenses (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 market and economic conditions at the 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 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 anticipated inflation; (iv) for mortality rates, changes in the relevant actuarial funding valuations or changes in best practice; and (v) for healthcare cost trend rates, the rate of medical cost inflation in the relevant regions (items (i) and (iii) to (v) pertain to liabilities with item (ii) pertaining to assets). 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 and the expected long-term rate of return on scheme assets are disclosed on page 156. A prolonged period of financial market instability would have an adverse impact on the valuations of CRH’s pension scheme assets.

In addition, a number of the defined benefit pension schemes in operation throughout the Group have reported material funding deficits thus necessitating reparation either in accordance with legislative requirements or as agreed with the relevant regulators. These obligations are reflected in the employer contributions disclosure on page 161. The extent of such contributions may be exacerbated over time as a result of a prolonged period of instability in worldwide financial markets.

34    CRH

Description of the Group

DESCRIPTION OF THE GROUP

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.

The Group’s insurance arrangements retain certain exposures in respect of a variety of liability/casualty insurances and property damage and business interruption insurance; amounts in excess of these predetermined self-insurance thresholds, together with umbrella arrangements, as appropriate, are arranged through leading, highly-rated global insurers and re-insurers giving rise to counterparty risks. The exposures borne by third-parties are, in general, subject to caps with any exposures in excess of those caps being borne by CRH. As at 31 December 2011, the total insurance provision, which is subject to periodic actuarial valuation and is discounted, amounted to €199 million (2010: €207 million); a substantial proportion of this figure pertained to claims which are classified as “incurred but not reported”.

CRH’s activities are conducted primarily in the local currency of the country of operation resulting in low levels of foreign currency transactional risk. The principal foreign exchange risks to which the Consolidated Financial Statements are exposed pertain to adverse movements in reported results when translated into euro (which is the Group’s functional and reporting currency) together with declines in the euro value of the Group’s net investments which are denominated in a wide basket of currencies other than the euro.

A significant proportion of the Group’s revenues, expenses, assets and liabilities are denominated in currencies other than the euro, principally US Dollars, Swiss Francs, Polish Zlotys and Pounds Sterling. From year to year, adverse changes in the exchange rates used to translate these and other foreign currencies into euro have impacted and will continue to impact the Group’s consolidated results and net worth. It is the Group’s policy to hedge partially its investment in foreign currencies by ensuring that net worth, net debt and net interest are spread across the currencies in which the Group operates, but otherwise CRH does not generally engage in hedging transactions to reduce Group exposure to foreign exchange translation risk. For additional information on the impact of foreign exchange movements on the Group’s Consolidated Financial Statements for the year ended 31 December 2011, see the Business Review section commencing on page 39 and notes 21 and 25 to the Consolidated Financial Statements.

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.

An acquisition generates goodwill to the extent that the price paid by CRH exceeds the fair value of the net assets acquired. Under IFRS, goodwill and indefinite-lived intangible assets are not amortised but are subject to annual impairment testing. Other intangible assets deemed separable from goodwill arising on acquisitions are amortised. A detailed discussion of the impairment testing process, the key assumptions used, the results of that testing and the related sensitivity analysis is contained in note 15 to the Consolidated Financial Statements on pages 135 and 136.

Whilst a goodwill impairment charge would not impact cash flow, a full write-down at 31 December 2011 would have resulted in a charge to income and a reduction in equity of €4.3 billion (2010: €4.1 billion).

C. Compliance and regulatory risks

CRH is subject to stringent and evolving laws, regulations, standards and best practices in the area of Corporate Social Responsibility (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 Group’s reported results and financial condition.

CRH is subject to a broad and increasingly stringent range of existing and evolving governance, environmental, health and safety and other laws, regulations, standards and best practices in each of the

CRH    35

Description of the Group

DESCRIPTION OF THE GROUP

jurisdictions in which the Group operates giving rise to significant compliance costs, potential legal liability exposure and potential limitations on the development of the Group’s 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 CRH’s business and the impact of future developments in these respects on the 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.

Environmental and health and safety and other laws, regulations and standards may expose CRH to the risk of substantial costs and liabilities, including liabilities associated with assets that have been sold and activities that have been discontinued. In addition, many of CRH’s manufacturing sites have a history of industrial use and, while CRH applies strict environmental operating standards and undertakes extensive environmental due diligence in relation to acquisitions, some soil and groundwater contamination has occurred in the past at a limited number of sites; the associated remediation costs incurred to date have not been material. Despite CRH’s policy and efforts to comply with all applicable environmental laws, CRH may face remediation liabilities and legal proceedings concerning environmental matters.

Based on information currently available, CRH 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 CRH. However, CRH cannot predict environmental 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 law or increasingly strict enforcement by governmental authorities, could result in increased costs and liabilities or prevent or restrict some of the Group’s operations, which in turn could have a material adverse effect on CRH’s reputation, business, results of operations and overall financial condition.

For additional information, see The Environment and Government Regulations section on pages 29 and 30.

CRH is subject to many laws and regulations (both local and international) throughout the many jurisdictions in which it operates and is thus 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 for non-compliance.

CRH is subject to various statutes, regulations and laws applicable to businesses generally in the countries and markets in which it operates. 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. CRH mandates that its employees comply with its Code of Business Conduct which stipulates best practice in relation to regulatory matters; however, CRH cannot guarantee that its operating units will at all times be successful in complying with all demands of regulatory agencies in a manner which will not materially adversely affect its business, financial condition or results of operations.

36    CRH

BUSINESS REVIEW

CURRENT YEAR
Chief Executive’s Review	38
Finance Review	41
Segment Review	45
PRIOR YEAR REVIEWS	54

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Chief Executive’s Review

The following discussion should be read in conjunction with the Consolidated Financial Statements of CRH that appear elsewhere in this Annual Report on Form 20-F.

The terms “ongoing”, “organic”, “underlying”, “like-for-like” and “heritage” have the same meaning in the discussion that follows.

Key Aspects of 2011 Results

Sales increased by just over 5% to €18.1 billion (2010: €17.2 billion). Underlying like-for-like sales advanced by just under 5% while incremental sales arising from 2010/2011 acquisitions outweighed the impact of business disposals and adverse exchange translation effects.

EBITDA (as defined)* amounted to €1,656 million, a €41 million increase on the €1,615 million reported for 2010. EBITDA (as defined)* is stated after charging costs of €61 million (2010: €100 million) associated with the Group’s ongoing restructuring initiatives.

Operating profit increased by 25% to €871 million (2010: €698 million) after restructuring and impairment charges of €82 million (2010: €202 million).

Profit before taxation of €711 million (2010: €534 million) showed an increase of 33% after charging total restructuring and impairment charges (including associates) of €93 million (2010: €224 million).

Earnings per share up 35% to 82.6c (2010: 61.3c) with dividend per share maintained at 62.5c. Dividend cover improved to 1.3 times from 1.0 times.

Year-end net debt of €3.5 billion^† was in line with December 2010. CRH continues to have one of the strongest balance sheets in our sector with year-end net debt to EBITDA (as defined)* of 2.1 times and 2011 EBITDA (as defined)* to net interest ratio of 6.4 times.

My thanks to our world-wide team across 36 countries for their ongoing commitment and dedication throughout a challenging year.

“The positive profit outcome for 2011 demonstrates the advantages of CRH’s product and sectoral end-use balance and the benefits of the extensive reorganisation and restructuring measures implemented in response to the exceptionally difficult markets of recent years.”

Myles Lee

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

† As disclosed in note 25 to the Consolidated Financial Statements, net debt comprises interest-bearing loans and borrowings, cash and cash equivalents, liquid investments and derivative financial instruments.

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Summary of 2011 Results

Trading in the early months of 2011 benefited from a much more favourable weather backdrop than at the start of 2010. Reported sales revenue for the first half increased by 7%; on a like-for-like basis, excluding the impact of acquisitions, divestments and translation, underlying sales increased by 5%.

With increased strains in financial markets, the pace of underlying growth, particularly in core Eurozone markets, slowed through the third quarter while heavy September rainfall in parts of the United States also had an adverse impact. However, a strong finish to the year with mild November/December weather conditions resulted in a 4% second-half sales increase (5% underlying).

Overall sales revenue for the year of €18.1 billion was ahead of 2010. The underlying increase of 5% comprised a volume increase of approximately 3% and an increase of approximately 2% in average selling prices. This level of price increase, achieved in highly competitive markets, was not sufficient to recover the higher input costs experienced across the Group.

Europe Materials delivered improved overall profits despite energy input cost challenges and lower benefits from trading in CO₂ allowances. Results from operations in developing and stable regions, which account for roughly 85% of this segment’s EBITDA (as defined)*, were generally positive and benefited from acquisitions; however trading remained tough in the “austerity economies” of Ireland, Spain and Portugal, which together generated roughly 15% of segment EBITDA (as defined)*.

Europe Products made good overall progress in 2011, although with increasing uncertainty in Eurozone financial markets in the second half of the year sales momentum slowed compared with the first half. Higher restructuring costs and the absence of earnings from businesses disposed of resulted in a slight decline in overall EBITDA (as defined)*; however, with lower impairment charges operating profit showed a significant increase.

Europe Distribution had a landmark year as, assisted by acquisitions, sales revenue exceeded the €4 billion level for the first time while margins moved ahead. Although demand moderated in the second half, this segment’s Repair, Maintenance and Improvement (RMI) exposure mitigated the slow-down.

The full year out-turn for Americas Materials was better than projected in our November trading statement as a favourable end to the construction season weather-wise enabled us to out-perform our earlier expectations. Total energy-related costs, including liquid asphalt, diesel, gasoline and fuel oils, as a proportion of segment sales, increased by over 2 percentage points. Against this backdrop, and with highly competitive markets, limiting the margin decline for this business to less than 1% was a considerable achievement.

Americas Products delivered improved results and a return to operating profit following significant impairment costs and tough trading in 2010. With higher fuel and other input costs, and the costs associated with the roll-out of the Building Solutions programme, like-for-like results in North America were below 2010. Lower profitability in Argentina led to a reduced contribution from South America.

Americas Distribution enjoyed good sales growth in 2011 and finished the year strongly. Although markets were competitive and product costs rose sharply, margins moved ahead at both EBITDA (as defined)* and operating profit level.

The cost reduction and operational excellence initiatives which commenced in 2007 continued in 2011 and cumulative annualised savings from these actions over the five years to 2011 now stand at €2 billion. The incremental savings generated in 2011 amounted to €154 million but were more than offset by input cost increases that were not recovered in pricing.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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2012 Outlook

In Europe, the European Central Bank’s Long Term Refinancing Operations which commenced in late December have eased the pressures on funding in the Eurozone banking sector. However, the banking sector remains highly leveraged and continuing reductions in bank balance sheets are leading to lower corporate and personal lending. These factors are contributing to the current uncertainty in relation to the growth outlook for Europe in 2012. In the Americas, the flow of economic data in the US has been incrementally positive since the third quarter of 2011, with ongoing favourable job creation numbers and an improving growth outlook after a soft patch in the economy in mid-2011. These indicators suggest that the US should avoid a double-dip recession with some commentators now projecting more robust GDP growth in 2012 than that achieved overall in 2011.

It is still too early to assess the effect of recent financial market volatility on European construction prospects for 2012 although first half demand seems likely to suffer some impact. Nevertheless, for the year as a whole we currently expect resilient demand in Poland and Germany and only modest declines from a strong 2011 in Finland and Switzerland (these four countries accounted for roughly a quarter of 2011 Group sales), while our recently-commissioned cement plant in Ukraine will yield major operational improvements. Activity in our other European markets is likely to be more subdued than in 2011. While the outlook for the Benelux and France (together almost 20% of 2011 Group sales) has weakened, our significant RMI exposures in these countries should once again support performance in 2012. In the Americas, indications of a likely pick-up in new housing activity in the US have strengthened over recent months while there is increasing evidence that non-residential markets are beginning to bottom out. With the current extension to the Federal Highway Funding programme expiring at end-March, political debate on a renewed programme, or on further extensions to the existing programme, has intensified. Our expectation is that an extension at a funding level close to that provided for 2011 will eventually be agreed for 2012.

Assuming no major economic or energy market dislocations, we expect to generate further like-for-like revenue growth in 2012 with the achievement of targeted price increases a key priority. This combined with benefits from acquisitions completed in 2011 leads us to expect further progress in the year ahead.

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Finance Review

Key Components of 2011 Performance

€ million	Revenue			EBITDA (as defined)*			Operating profit			Profit on disposals			Finance costs			Associates’ profit after tax			Pre-tax profit
2010 as reported		17,173			1,615			698			55			(247	)		28			534
Exchange effects		(243	)		(24	)		(4	)		(1	)		5			-			-
2010 at 2011 exchange rates		16,930			1,591			694			54			(242	)		28			534
Incremental impact in 2011 of:
2010 and 2011 acquisitions		805			78			49			-			(8	)		-			41
2010 and 2011 divestments		(469	)		(1	)		16			17			5			(3	)		35
Restructuring costs		-			39			39			-			-			-			39
Impairment charges		-			-			81			-			-			11			92
Ongoing operations		815			(51	)		(8	)		(16	)		(12	)		6			(30	)
2011 as reported		18,081			1,656			871			55			(257	)		42			711
% change		+5%			+3%			+25%												+33%

The table above analyses the change in results from 2010 to 2011. Overall like-for-like sales for the year were 5% ahead of 2010, the first annual organic sales increase for the Group since 2007. With higher sales revenue, improved efficiencies and lower restructuring costs, EBITDA (as defined)* was ahead of last year, although the impact of significant energy-related cost increases, particularly on our materials businesses in both Europe and the Americas, limited the increase to €€41 million (+3%). The full year depreciation and amortisation expense, before impairment charges, was 6% lower than last year at €€764 million (2010: €815 million); this, combined with a €€81 million reduction in impairment charges, contributed to a 25% improvement in operating profit. Group operating profit margin improved to 4.8% (2010: 4.1%), the first increase in this metric since 2007. Additional detail on the sales, EBITDA (as defined)* and operating profits for each of CRH’s six reporting segments is set out in the Segment Reviews on pages 45 to 53.

Currency movements had a relatively minor impact on 2011 results, with a 12% strengthening of the average Swiss Franc exchange rate versus the euro partly offset by the weaker average US Dollar (-5%) and average Polish Zloty (-3%) rates.

Acquisitions completed in 2010 and 2011 contributed incremental sales revenue of €805 million and operating profit of €49 million in 2011. The impact of divested activities was a negative €469 million in sales, and, as these operations generated net losses in 2010, the disposal impact at operating profit level was a contribution of €16 million.

We continue to review and, when required, extend our cost reduction programme. Costs of €61 million incurred in 2011 to implement these savings were €39 million lower (2010: €100 million).

Impairment charges for 2011 at €32 million were significantly lower (2010: €124 million), and included €11 million (2010: €22 million) related to our investment in associates.

Revenue from ongoing operations increased by €815 million (+5%) on a like-for-like basis in 2011, with the Europe segments accounting for 70% of the increase. Despite the recovery in sales, price competition remained intense and higher input costs, especially energy-related costs, were not fully recovered and as a result organic operating profit declined by €8 million.

Net finance costs of €257 million were slightly higher than 2010.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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Key Financial Performance Indicators

Some key financial performance indicators which, taken together, are a measure of performance and financial strength, are set out below.

	2011		2010
EBITDA (as defined)* margin		9.2%		9.4%
Operating profit margin		4.8%		4.1%
EBITDA (as defined)* to net interest ratio		6.4x		6.5x
Effective tax rate		16.0%		17.8%
Shareholder return		+3%		-16%
Net debt as % of total equity		33%		33%
Net debt as % of market capitalisation		32%		32%

The Group EBITDA (as defined)* margin declined by 0.2 percentage points as the significant increase in input costs was not fully recovered in selling prices. Operating profit margin however improved by 0.7 percentage points in 2011 to 4.8%, reflecting the lower impairment charges this year. Management believes that the EBITDA (as defined)* to net interest ratio is useful to investors because it matches the earnings and cash generated by the business to the underlying funding costs. With similar levels of EBITDA (as defined)* and interest in both 2010 and 2011, EBITDA (as defined)* to net interest ratio was little changed at 6.4 times (2010: 6.5 times).

The effective tax rate of 16% of pre-tax profit was lower than 2010 (17.8%), primarily reflecting the lower non-tax-deductible impairment charges.

The share price at 31 December 2011 was €15.36, 1% lower than the 2010 closing price (€15.50); however, with the 2011 dividend at 62.5c, the net return for shareholders for the year was a positive 3%. This follows returns of -16% in 2010 and +22% in 2009. With effect from 16 December 2011, CRH is included in the FTSE 100 and FTSE All Share indices. At year-end 2011, CRH’s market capitalisation was €11.0 billion (2010: €11.0 billion), ranking the Group at number three in its building materials peer group.

Total shareholders’ equity increased by €0.2 billion to €10.6 billion during 2011, with the net comprehensive income for the year of €0.5 billion and offset by dividends of €0.3 billion. Year-end total interest-bearing loans and borrowings decreased by €0.4 billion to €5.0 billion (2010: €5.4 billion). Year-end net debt of €3.5 billion^† was broadly in line with year-end 2010, and accordingly the percentage of net debt to total equity remained at 33% at year-end 2011. With year-end market capitalisation broadly in line with year-end 2010, the debt/market capitalisation percentage also remained in line with 2010 at 32%.

Liquidity and Capital Resources – 2011 compared with 2010

The comments that follow refer to the major components of the Group’s cash flows as shown in the Consolidated Statement of Cash Flows on page 103.

Cash flows from operations

Net operating cash inflows amounted to €1,026 million in 2011, a reduction of €365 million compared with 2010, largely as a result of net working capital movements. Working capital levels are driven by trends in overall sales and also by seasonal weather patterns. The organic sales growth achieved in 2011, combined with the strong finish to the year as a result of better weather in November/December 2011 (compared with the same period in 2010), resulted in a net working capital outflow of €211 million in 2011 (2010: inflow of €142 million). Despite this net outflow, our working capital metrics for 2011 remained in line with 2010,

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

† As disclosed in note 25 to the Consolidated Financial Statements, net debt comprises interest-bearing loans and borrowings, cash and cash equivalents, liquid investments and derivative financial instruments.

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maintaining the strong progress achieved in 2009 and 2010. CRH believes that its current working capital is sufficient for the Group’s present requirements.

The key components of the movement in working capital are analysed in note 20 to the Consolidated Financial Statements.

Cash flows from investing and financing activities

At €576 million, capital expenditure represented 3.2% of Group revenue (2010: 2.7%) and amounted to 78% of depreciation (2010: 59%).

The Group completed 45 acquisitions and investment transactions in 2011 spending a total of €610 million (2010: €567 million). Details of the acquisitions completed during 2011 are set out in note 31 to the Consolidated Financial Statements.

Proceeds (including net debt assumed by purchasers) from disposal of non-current assets and businesses amounted to €492 million (2010: €188 million), reflecting the divestment of our European Insulation and Climate Control businesses, Premier Periclase in Ireland and our 35% associate investment in the Trialis distribution business in France.

Exchange rate movements during 2011 increased the euro amount of net foreign currency debt by €59 million principally due to the 3% strengthening in the year-end exchange rate of the US$ versus the euro, from 1.3362 at end-2010 to 1.2939 at end-2011.

Borrowings and Credit Facilities

An analysis of the components of net debt, together with information on the currency and maturity profile of our debt and on the interest rates applicable to that debt, are set out in notes 22 to 25 to the financial statements.

Year-end 2011 net debt of €3.5 billion^† was in line with year-end 2010. Net debt/EBITDA (as defined)* improved to 2.1 times (2010: 2.2 times) and EBITDA (as defined)* to net interest ratio for the year was 6.4 times (2010: 6.5 times). 99% of the Group’s gross debt was term/bond debt or drawn under committed term facilities, 91% of which mature after more than one year.

In August 2011 CRH completed a new 5-year €1.5 billion committed revolving facility provided by 13 international banks and cancelled €0.6 billion of shorter-dated facilities. At year-end 2011, total undrawn committed bank facilities amounted to €1.9 billion; this, together with cash and liquid investments of €1.3 billion, leaves the Group with significant liquidity at that date. Since year-end, the Group has issued €500 million in 7-year Eurobonds at a coupon rate of 5%, the Group’s lowest ever coupon for a maturity greater than 5 years which has further enhanced the Group’s financial resources. CRH believes that its current facilities are sufficient to meet its capital expenditure and other expenditure requirements for 2012.

CRH remains committed to maintaining an investment grade credit rating.

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, details of which are set out in note 23 to the financial statements.

The Group is not aware of any stated events of default as defined in the Agreements as of the balance sheet date and the date of this Annual Report.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

† As disclosed in note 25 to the Consolidated Financial Statements, net debt comprises interest-bearing loans and borrowings, cash and cash equivalents, liquid investments and derivative financial instruments.

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Off-Balance Sheet Arrangements

CRH does not have any off-balance sheet arrangements that have, or are reasonably likely to have a, current or future effect on CRH’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors.

Contractual Obligations

An analysis of the maturity profile of debt, finance and operating leases, purchase obligations, deferred acquisition consideration and pension scheme contribution commitments at 31 December 2011 is as follows:

Payments due by period	Total €m		Less than 1 year €m		1-3 years €m		3-5 years €m		More than 5 years €m
Interest-bearing loans and borrowings*		4,710		511		1,484		1,645		1,070
Finance leases		25		3		6		3		13
Estimated interest payments on contractually-committed debt and finance leases**		1,377		287		478		280		332
Deferred acquisition consideration		151		28		64		30		29
Operating leases		1,250		251		368		247		384
Purchase obligations†		293		248		33		7		5
Retirement benefit obligation commitments††		81		8		16		14		43
Total		7,887		1,336		2,449		2,226		1,876

* Of the €4.7 billion total gross debt, €0.2 billion is drawn on revolving facilities which may be repaid and redrawn up to the date of maturity. The interest payments are estimated assuming these loans are repaid on facility maturity dates.

** These amounts have been estimated on the basis of the following assumptions: (i) no change in variable interest rates; (ii) no change in exchange rates; (iii) that all debt is repaid as if it falls due from future cash generation; and (iv) none is re-financed by future debt issuance.

† Includes capital expenditure contracted for. A summary of the Group’s future purchase commitments as at 31 December 2011 for capital expenditure are set out in note 14 to the Consolidated Financial Statements. These expenditures for replacement and new projects are in the ordinary course of business and will be financed from internal resources.

†† Represents the contracted payments related to our pension and post-retirement benefit plans.

Financial Risk Management

The Board of Directors sets the treasury policies and objectives of the Group, which include controls over the procedures used to manage financial market risks. Qualitative and quantitative information about management of market risks are set out in detail below and in note 21 to the Consolidated Financial Statements.

Quantitative and Qualitative Information about Market Risk

The Group addresses the sensitivity of the Group’s interest rate swaps and debt obligations to changes in interest rates in a sensitivity analysis technique that measures the estimated impacts on the income statement and on equity of either an increase or decrease in market interest rates or a strengthening or weakening in the US Dollar against all other currencies, from the rates applicable at 31 December 2011, for each class of financial instrument with all other variables remaining constant. The Group has used a sensitivity analysis technique that measures the estimated impact on profit before tax in the Consolidated Income Statement and on total equity arising on net year-end floating rate debt and on year-end equity, based on either an increase/decrease of 1% and 0.5% in floating interest rates or a 5% and 2.5% strengthening/weakening in the €/US$ exchange rate, from the rates applicable at 31 December 2011, with all other variables remaining constant. The €/US$ rate has been selected for this sensitivity analysis given the materiality of the Group’s activities in the United States. This analysis is for illustrative purposes only, as in practice interest and foreign exchange rates rarely change in isolation.

Quantitative and Qualitative information and sensitivity analysis of market risk is contained in notes 21-25 to the Consolidated Financial Statements.

Significant Changes

Other than the Eurobond issue referred to in the “Borrowings and Credit Facilities” section on page 43 (see also note 23 to the Consolidated Financial Statements), no significant changes have occurred since the balance sheet date.

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Segment Review

Europe Materials

2011 overview

Results

% Change

2011

2010

Total Change

Analysis of change

€ million

Organic

Acquisitions

Divestments

Restructuring

Exchange

Sales revenue

+12%

2,985

2,665

+320

+243

+110

-35

-

+2

EBITDA (as defined)*

+3%

436

423

+13

-18

+17

-1

+14

+1

Operating profit

+5%

264

251

+13

-13

+10

-

+14

+2

EBITDA (as defined)* margin

14.6%

15.9%

Operating profit margin

8.8%

9.4%

Restructuring costs amounted to €19 million (2010: €33 million); no impairment charges were incurred (2010: nil)

Like-for-like sales increased by 9% in 2011, with improved construction activity in the more stable European economies and stronger growth in the developing economies to the east more than offsetting declines in western and south-western Europe. With the benefit of contributions from acquisitions, profits were ahead of last year; however good improvements in pricing as the year progressed, together with greater alternative fuel usage, did not offset the impact of lower benefits from trading of CO₂ allowances and margins declined. Excluding the impact of CO₂ allowances (€38 million in 2011 compared with €67 million in 2010), underlying EBITDA (as defined)* increased by €11 million for the year (and by €33 million in the second half), EBITDA (as defined)* margin was stable and our operating profit margin improved.

2011 saw a further pick-up in acquisition activity with €232 million spent on a total of 7 transactions, of which the most significant was the expansion of the Division’s activities in Benelux with the acquisition of VVM, a cement grinding and readymixed concrete business in Belgium. We continued to invest in our associate Yatai Building Materials as it expanded its presence in northeastern China. In 2011 we sold Premier Periclase, our Irish seawater magnesia operation.

Ireland, Portugal, Spain

In Ireland, activity again fell and cement volumes were 16% lower than 2010. Our cost and capacity reduction programmes continued during 2011. With lower restructuring charges operating losses reduced compared with 2010. In Portugal, activity levels, particularly in the public sector, fell steeply and cement volumes were 15% lower. Our 49% joint venture, Secil, was impacted by the reduced domestic construction activity, although prices improved and Secil maintained a high level of exports. Overall operating profit was down on 2010. In Spain, construction activity fell by a further 19% with declines across all sectors and results were lower than 2010.

Switzerland, Finland, Benelux

Construction activity in Switzerland remained robust in 2011; however, the strength of the Swiss Franc contributed to some pricing pressures in the second half of the year. With the help of acquisitions, volumes in both our cement and aggregates operations continued to be strong and operating profit improved. Construction output in Finland grew by almost 3%, led by increased activity in the residential sector. Non-residential construction recovered slightly, while infrastructure volumes were steady. Overall cement volumes increased by 14% and this, combined with good volumes in our downstream businesses, ongoing cost reduction programmes and increased use of alternatives fuels, led to increased operating profit. In the Benelux, our readymixed concrete and aggregates business benefited from higher volumes; in an increasingly competitive environment underlying operating profit was marginally ahead of 2010. VVM, acquired in August 2011, has traded in line with expectations.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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Central and Eastern Europe, Eastern Mediterranean, Asia

In Poland, construction activity was very strong particularly in the second half of the year. Our cement volumes were up 16%, and aggregates and concrete volumes were also well ahead of 2010 mainly due to completion of infrastructure projects in advance of the European football championship in mid-2012. Activity in the residential market started to recover after two weak years. Some price improvement was achieved which, combined with the increased volumes, resulted in a significant improvement in operating profit. In Ukraine, cement volumes were up 17%. Although clinker production from the new kiln commenced in the second half, results were affected by the higher running costs of the old plant and the overall operating result was lower. In Turkey, while domestic cement volumes for our 50% joint venture in the Aegean region increased by 20% compared with 2010, export volumes fell, resulting in a total net volume increase of 7%. Operating profit was higher than 2010. In southern India, market demand weakened across our 50% cement joint venture’s core markets; however, price improvements delivered higher operating profit. In China, further growth in construction, 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 moved ahead strongly.

Outlook - Europe Materials

The outlook remains challenging for Ireland, Portugal and Spain. However, capacity reduction, cost efficiencies and improved use of alternative fuels should help our businesses to maintain margins. We expect a modest decline in overall construction activity in Switzerland, Finland and the Benelux. The pace of construction demand in Poland and Ukraine should be robust in the run up to the EURO 2012 football championship while a full year’s contribution from our new cement plant in Ukraine will result in cost efficiencies and improved margins. Cement demand is expected to continue to grow in both of our Asian markets, albeit at a slower rate as tighter government fiscal strategy impacts the level of construction activity.

Americas Materials

2011 overview

Results									Analysis of change
€ million	% Change		2011		2010		Total Change		Organic		Acquisitions		Divestments		Restructuring		Exchange
Sales revenue		-		4,395		4,417		-22		+59		+130		-		-		-211
EBITDA (as defined)*		-6%		530		566		-36		-37		+20		-		+8		-27
Operating profit		-8%		264		288		-24		-28		+10		-		+8		-14
EBITDA (as defined)* margin				12.1%		12.8%
Operating profit margin				6.0%		6.5%
Restructuring costs were €9 million (2010: €17 million); no impairment charges were incurred (2010: nil)

While sales revenue remained stable, energy cost increases and pricing pressures presented considerable challenges throughout 2011. Aggressive actions to reduce variable and fixed costs moderated the decline in operating profit. Overall US Dollar EBITDA (as defined)* was 2% lower than 2010 with operating profit down 4%.

Americas Materials completed 19 acquisitions in 2011 with a total spend of €218 million, adding 23 quarries (538 million tonnes of reserves), 13 asphalt plants and 9 readymixed concrete plants with annual production of 5.5 million tonnes of aggregates, 1.6 million tonnes of asphalt and 0.3 million cubic metres of readymixed concrete.

Energy and Other Costs

The price of bitumen, a key component of asphalt mix, rose by 14% in 2011 following a similar increase in 2010. Prices of diesel and gasoline, important inputs to aggregates, readymixed concrete and paving

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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operations, increased by 30% and 28% respectively. The price of energy used at our asphalt plants, consisting of fuel oil, recycled oil, electricity and natural gas, increased by 19%. As a result, energy costs as a proportion of sales rose by over two percentage points. Against this backdrop and with ongoing competitive pressures, we continued to improve efficiency, reduce cost, increase the use of recycled materials, and raise quality and service levels to customers while maintaining price discipline. As a result, our overall margin decline was limited to less than one percentage point.

Aggregates

Like-for-like volumes increased by 4%, with total aggregates volumes including acquisitions up 10%. Volume gains were driven primarily by an increase in sales of lower value materials on a number of large projects. Accordingly, average like-for-like prices fell by 1% reflecting the lower value product mix. Operating profit improved as gains in efficiency more than offset higher energy costs, resulting in a 2% reduction in unit production costs.

Asphalt

Like-for-like volumes were 1% lower than in 2010. Including acquisitions, volumes were flat. Unit cost increased 8% with higher bitumen and burner fuel cost more than offsetting the benefit of greater recycled asphalt usage. Challenging trading conditions limited our like-for-like asphalt price increase to 5% and accordingly our overall margin for this business declined.

Readymixed Concrete

Volumes increased by 10% on a like-for-like basis with total volume including acquisitions up 13%. In a very competitive environment average prices declined by 1% on a like-for-like basis and, with a 1% increase in unit cost, margins declined. With better volumes however, profitability was similar to last year.

Paving and Construction Services

While sales revenue remained broadly unchanged, margins were lower due to continued severe competition for infrastructure projects and rising input and energy costs.

Regional Performance

East

The East region, comprising operations in 22 states, is organised into four divisions; the most important states in the region are Ohio, New York, Florida, Michigan, New Jersey, Pennsylvania and West Virginia. Overall operating profit was lower than 2010. Performance in our Mid-Atlantic division continued to be strong in 2011. Despite continuing weak markets in the Southeast, the operating result was higher than 2010 as restructuring initiatives positively impacted performance. Operating profit in our Northeast and Central divisions was only moderately lower than in 2010 despite significant margin pressures and particularly adverse weather conditions in the spring and autumn.

West

The West region also has operations in 22 states, the most important of which are Utah, Texas, Washington, Missouri, Iowa, Kansas and Mississippi, and is organised into three divisions. Overall operating profit was lower. In our Central West division, which experienced disruptions to first-half construction activity in certain markets caused by the flooding of the Mississippi river and its tributaries, operating profit was lower than in 2010 as both public and private activity declined. Our Mountain West and Northwest divisions benefited from large jobs and moderately improved market demand leading to increases in volume. Both of these divisions delivered improved profits.

Outlook - Americas Materials

The US housing market appears to have stabilised and we have seen some expansion in commercial activity underpinned by growth in the manufacturing and energy sectors. Overall we expect commercial

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and residential demand to be flat to slightly up in 2012. The most recent extension of the federal highway programme expires on 31 March, 2012. We anticipate a new bill or further extensions to be achieved over the coming months with funding for highways close to that in 2011. Ongoing state and local government fiscal pressures coupled with the roll-off of the federal stimulus bill will likely result in moderately lower Infrastructure volume for the year as a whole.

Overall, we expect 2012 volume for our mix of business to be relatively flat with 2011. Our focus for 2012 is therefore to achieve further price increases and efficiency improvements against a continuing challenging input cost backdrop.

Europe Products

2011 overview

Results	% Change		2011		2010		Total Change		Analysis of change
€ million									Organic		Acquisitions		Divestments		Restructuring/ Impairment		Exchange
Sales revenue		-6%		2,648		2,817		-169		+175		+20		-364		-		-
EBITDA (as defined)*		-2%		194		198		-4		+9		+3		-8		-8		-
Operating profit		n/m		66		11		+55		+19		+1		+3		+31		+1
EBITDA (as defined)* margin				7.3%		7.0%
Operating profit margin				2.5%		0.4%
Restructuring costs amounted to €24 million (2010: €16 million); impairment charges of €15 million were incurred (2010: €54 million)

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

Overall, Europe Products experienced better trading conditions in 2011 although it was a mixed picture across our various businesses, and reported results were impacted by divestments completed during 2011. The first half was helped by significantly better weather conditions, particularly in the early months of the year, and like-for-like sales grew by 8%. The second half saw the rate of growth in organic sales moderate to 4% as weakening consumer confidence and further austerity measures in the Eurozone economies contributed to negative sentiment. With lower restructuring and impairment charges, second-half operating profit improved versus 2010.

2011 saw the completion of the divestment of our Insulation and Climate Control businesses, in addition to some smaller business disposals. The table above reflects the impact in 2011 of the disposal of these businesses, which had incurred a net loss in 2010 and which accounted for €48 million of the total €54 million restructuring charges in 2010.

Concrete Products

Activity levels in 2011 were supported by more benign winter weather conditions in the first and fourth quarter compared with 2010. Against this, weakening consumer sentiment in the second half of the year, together with the impact of government austerity measures and higher energy input costs, resulted in slower activity in the Netherlands. This was partly offset by resilient demand in Germany and an improved performance in Denmark. With the strong first and fourth quarter performance, operating profit for the full year was significantly higher than 2010.

Our Architectural operations (tiles, pavers, blocks) were impacted by weaker consumer confidence in the second half of the year, in particular within the garden segment in Benelux, and revenues were lower than 2010. In the Netherlands, weaker government and municipal spending had a negative impact on demand. Our German operations, where we have invested in three additional plants, showed a strong performance in 2011. Overall operating profit was ahead of 2010. Our Structural operations reported operating profit well ahead of 2010 on the back of restructuring initiatives in previous years in all markets. In Denmark, our results advanced strongly. Our sand lime block business in the Netherlands and our Belgian specialty

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business, which supplies the residential, industrial and agricultural sector, continued to deliver strong results. Within central and eastern Europe, Hungary experienced a recovery and trading conditions in Poland remained positive. With lower restructuring costs, operating profit for the structural business was well ahead of last year.

Clay Products

In the UK new house completions increased during 2011; however, this improvement was partly offset by a decline in housing repair and maintenance activity, and industry brick volumes were largely in line with 2010. Although delays in recovering significant energy cost increases impacted our business, overall operating profit was ahead of 2010 as a result of efficiencies and once-off gains resulting from our restructuring programme. In Mainland Europe our markets remained challenging. Operating profit was lower than 2010 as a result of significant production cutbacks to reduce stock levels and two further plant closures in Germany.

Building Products

This group reported a 3% increase in sales from continuing businesses for the year. Volumes increased slightly, however market pressure on sales prices and higher raw material input costs negatively affected margins, causing operating profit from continuing businesses to be marginally behind last year. Our Construction Accessories business, which is the market leader in Western Europe, started the year well with increased volumes in the first half. Due to the economic uncertainty, volumes fell in the second half and, with increasing pressure on margins; overall operating profit for the year was broadly in line with 2010. The Outdoor Security business, specialising in entrance control and perimeter protection solutions, showed a mixed picture. Fencing had to cope with weaker volumes and fierce competition, resulting in a lower operating profit outcome. Our Shutters & Barriers business did very well in the beginning of 2011, but faced a more difficult second half with lower volumes than last year; however, with tight cost control, and a good market position, results were ahead of last year.

Outlook - Europe Products

Our Products businesses, which are predominantly located in the Netherlands, Germany, Belgium and France, are exposed to new construction. Given the most recent economic developments in the Eurozone, we are more cautious in relation to the outlook for 2012. A rapid and continuing decline of consumer confidence, low activity levels in residential and non-residential markets and further austerity measures announced by governments to reduce budget deficits, make for an uncertain outlook in 2012. However, the German and Danish markets continue to be robust and to perform well and we expect benefits from our ongoing restructuring measures.

Americas Products

2011 overview

Results	% Change		2011		2010			Total Change		Analysis of change
€ million										Organic		Acquisitions		Divestments		Restructuring/ Impairment		Exchange
Sales revenue		-4%		2,378		2,469			-91		+51		+37		-70		-		-109
EBITDA (as defined)*		+6%		164		154			+10		-26		+7		+8		+25		-4
Operating profit		n/m		42		(24	)		+66		-16		+6		+13		+61		+2
EBITDA (as defined)* margin				6.9%		6.2%
Operating profit margin				1.8%		-1.0%
Restructuring costs amounted to €4 million (2010: €29 million); impairment charges of €4 million were incurred (2010: €40 million)

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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2011 saw the pace of decline in our markets moderate significantly, and we saw some top-line growth in the year. Overall like-for-like sales were 2% ahead compared with 2010. Organic profits and margins were impacted by higher fuel and other input costs, and by costs associated with the first-year roll-out of our Building Solutions programme. However, higher sales, together with the benefit of ongoing cost reduction initiatives, lower restructuring and impairment costs and a full year of our reorganised Building Products group, resulted in a significant improvement in overall operating profit to €42 million (2010: loss of €24 million).

Our Building Products group completed 4 bolt-on transactions during 2011. The acquisition of a leading paving manufacturer in Canada in May was the largest transaction; this complements and strengthens our existing business in eastern Canada. In our masonry business, we acquired a small block manufacturer and distributor in Indiana in July. Our Lawn and Garden business closed on a small mulch and soils supplier serving the greater Boston market in December, while our Precast business unit acquired a Florida-based highway barrier and specialty precast manufacturer in the first half of 2011. The impact of divestments shown in the table above reflects the effect of the disposal in late 2010 of the loss-making Ivy Steel business acquired as part of the 2006 MMI acquisition.

Building Products

With effect from January 2011 our architectural products and precast groups, together with the retained MMI construction accessories and fencing businesses, were combined to form the Building Products Group. This group has been successful in capturing market growth opportunities while saving costs by applying common business processes and functions.

With the benefit of acquisitions, our Architectural Products business showed modest sales growth in 2011, against a background of continuing soft residential and non-residential markets. Our Canada business, which had held up well in recent years, slowed in 2011. However, we benefited from continued stability across the full breadth of architectural products in our businesses which supply both the DIY and professional RMI segments. Cost reduction and rationalisation measures partly offset the impact of higher input costs. Results from the fencing business improved, and significantly reduced losses were recorded. Overall, this business recorded an increase in underlying operating profit for the year.

Our Precast business again suffered from weak demand and competitive pricing pressures across its markets. Further declines in the commercial sector in particular impacted results, and full-year volumes were flat compared with 2010. Our enclosures business, which had been challenged in recent years, showed a welcome improvement in profitability; however, this was more than offset by margin declines in our traditional precast activities. The construction accessories business (formerly part of MMI) was successfully absorbed into the precast organisation and losses reduced. Overall operating profit was lower, despite further progress in reducing costs.

BuildingEnvelope™

Non-residential sector activity was again depressed in 2011, providing another year of very challenging markets for this group. Despite these market conditions, we were able to increase sales by 9% and improve our competitive position in our traditional Architectural Glass and Storefront business. Our ongoing efforts to maintain market share, together with tight cost controls and improved processes, resulted in improved operating profit in this business after a poor 2010. Our Engineered Glazing Systems business also improved and continued to generate favourable margins through strong execution on some large jobs which were completed in 2011.

South America

While our Chile businesses continued to perform well, operating profit in our Argentina operations was much lower. Our ceramic tile business suffered from significant price competition, cost inflation pressures, and periodic production disruptions caused by natural gas shortages. Overall, while sales were higher, operating profit in our South American operations was significantly lower.

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Outlook - Americas Products

There are increasing signs that residential construction activity has finally stabilised, while the rate of decline in the non-residential sector has slowed. Against this backdrop we expect further modest sales growth in 2012. This combined with further progress on, and benefit from, the cost and streamlining measures mentioned above, gives cause for cautious optimism for an improved operating profit outcome for 2012.

Europe Distribution

2011 overview

Results

Analysis of change

€ million

% Change

2011

2010

Total Change

Organic

Acquisitions

Divestments

Restructuring/ Impairment

Exchange

Sales revenue

+22%

4,340

3,566

+774

+154

+486

-

-

+134

EBITDA (as defined)*

+25%

267

214

+53

+12

+32

-

-

+9

Operating profit

+41%

190

135

+55

+19

+23

-

+6

+7

EBITDA (as defined)* margin

6.2%

6.0%

Operating profit margin

4.4%

3.8%

Restructuringcosts amounted to €4 million (2010: €4 million); impairment charges of €2 million were incurred (2010: €8 million)

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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.

Recent acquisitions have enhanced the geographic balance of Europe Distribution’s business: in 2011, approximately 35% of Europe Distribution’s sales arose in the Benelux, with Switzerland accounting for almost 30%, Germany for approximately 20% and other countries, mainly France and Austria, accounting for the remaining 15%. The December 2010 acquisition of an additional 50% of Bauking in Germany, and the full-year inclusion of Sax Sanitair in Belgium (acquired in August 2010), contributed strongly to the increase in overall operating profit. In 2011 Europe Distribution acquired three Belgian specialist merchants in SHAP materials, adding a total of 10 branches to Sax Sanitair’s existing network.

Professional Builders Merchants

With 419 locations in six countries, Professional Builders Merchants has strong market positions in all its regions. Overall operating profit for this business improved in 2011.

While markets in Benelux remained stable, both sales and operating profit increased during 2011. Sales levels in France increased significantly compared with 2010; despite some pressure on margins, profitability improved strongly reflecting the impact of the restructuring actions initiated in 2010. Our operations in Switzerland had another good year as a result of strong margin management and the roll-out of various excellence programmes. Austria, which has seen a turnaround in performance in recent years, delivered a good increase in sales and a strong improvement in both margin and operating profit. In Germany, like-for-like sales in Bauking improved significantly during 2011, with strong market growth and integration benefits positively impacting operating profit.

Sanitary, Heating and Plumbing

Our SHAP business in Germany and Switzerland again proved to be a stable performer in 2011 with robust sales and further improved operating profit performance. Our business in Belgium performed strongly and

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exceeded expectations. With a total of 103 branches in three countries, our expanded SHAP business is taking shape in line with our strategy to build a European platform in the growing repair, maintenance and improvement focussed SHAP market.

DIY

Our DIY platform in Europe operates a network of 241 stores under four different brands; Gamma and Karwei in the Benelux, Bauking in Germany and MaxMat in Portugal. With lower restructuring costs in 2011, overall DIY operating profit was ahead of 2010.

In the Netherlands, weakening consumer confidence as the year progressed resulted in lower sales in 2011. Despite this market development, we were able to maintain our operating profit with better margins as a result of a successful purchasing programme, our strong focus on efficient store operations and cost-control programmes. In Belgium our network of 19 stores reported stable sales but better operating profit. With increasing consumer confidence and continued strong focus on costs, operating profit for Bauking’s 47-store DIY network in Germany improved to satisfactory levels. The economic environment in Portugal became more difficult and sales declined further; operating results remained at the level of 2010.

Outlook - Europe Distribution

After a successful 2011 we believe that market circumstances may deteriorate somewhat in 2012. We continue to have favourable expectations with our strong footprint in the German, Austrian, Swiss and Belgian markets; however, for the Netherlands and France the outlook has weakened. With 65% end-use sector exposure to RMI and with continuing operational excellence programmes we expect to see an improvement in 2012.

Americas Distribution

2011 overview

Results									Analysis of change
€ million	% Change		2011		2010		Total Change		Organic		Acquisitions		Divestments		Restructuring		Exchange
Sales revenue		+8%		1,335		1,239		+96		+133		+22		-		-		-59
EBITDA (as defined)*		+8%		65		60		+5		+9		-1		-		-		-3
Operating profit		+22%		45		37		+8		+11		-1		-		-		-2
EBITDA (as defined)* margin				4.9%		4.8%
Operating profit margin				3.4%		3.0%
Restructuringcosts were €1 million (2010: €1 million); no impairment charges were incurred (2010: nil)

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

Americas Distribution, trading as Allied Building Products (Allied), showed good growth in 2011. Activity levels in both segments of our business improved and, although gross margins came under some pressure as suppliers implemented price increases, operating profit improved significantly over 2010.

Allied’s organisation structure was further streamlined in 2011, providing opportunity to consolidate its market footprint and position the group for future opportunities. The business has continued its focus on purchasing, logistics and pricing initiatives and rationalisation of administrative and geographic oversight functions, thereby increasing efficiency, control and profitability. This aggressive operating approach again benefited 2011 operating results.

After three years of curtailed development activity during which the business responded to the difficult macro-economic environment with organisational changes and other cost saving initiatives, Allied had a

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busy year in 2011 with the completion of six acquisitions. The largest transaction, the acquisition of United Products, a 15-branch exterior distributor headquartered in Minnesota, and with branches in Minnesota, Wisconsin, North and South Dakota and Nebraska, was completed in December. United brings our network of branches in the Northern Plains to 26, and is expected to improve significantly the operational efficiency and effectiveness of our existing businesses while increasing our sales footprint in the region. In September, the acquisition of Pacific Source, a four-branch distributor providing Hawaiian builders with a broad range of products required to complete building projects, extended Allied’s existing footprint in Hawaii while providing the opportunity to generate significant fixed cost synergies. The other transactions included a four-branch distributor in Philadelphia, a two-branch business in Detroit and two single-branch opportunities in Atlanta and Austin.

TriBuilt, Allied’s proprietary private label brand, continued to gain strength as new products were added and market acceptance grew. The TriBuilt label has helped to differentiate Allied in the market while building an exclusive brand identity. In addition, a merchandising initiative was launched to enhance the look and feel of branch showrooms and increase the number of products available to contractors at point of purchase. The reconfigured showrooms provide a one-stop-shop for customers while increasing sales of higher margin tools and accessories.

Exterior Products

Allied is one of the top three roofing and siding distributors 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. Volumes improved in line with national shipments of asphalt shingles up 13% in the year; this was however from a very low 2010 base. Regionally, the Northeast, Mid-Atlantic, Upper Midwest and California markets have held up better and the Exterior Products division recorded further sales growth and a good advance in operating profit for the year, despite costs associated with flood damage arising from substantial September rainfall in the Northeast.

Interior Products

This business sells wallboard, steel studs and acoustical ceiling systems to specialised contractors, and has low exposure to weather-driven replacement activity; however, it is heavily dependent on the new commercial construction market. Allied is the third largest Interior Products distributor in the US. The new construction market appears to have stabilised at historically low activity levels; shipments of wallboard, a good barometer of market activity, were generally unchanged for the year in Allied’s market areas. Sales and operating performance improved, with notable recovery in some of our Western markets, helped by an increase in market share, improved cost base and the consolidation of smaller and underperforming locations.

Outlook - Americas Distribution

With good indications that we have finally reached a trough in residential activity, we look to continuing improved performance in our RMI-focussed Exterior Products business. However, commercial construction activity continues to decline modestly, impacting the short-term outlook for our Interior Products segment. Overall, with the benefit of the consolidation and cost reduction measures outlined above, we are looking to a year of further progress in 2012.

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Finance Review

Summary of 2010 Results

Trading in the first half of 2010 was especially difficult with weather conditions in the early months even more severe than in the weather-affected first quarter of 2009. Reported sales revenues for the first half declined by 8% (10% excluding acquisition and exchange translation effects), EBITDA (as defined)* fell 20% and operating profit and profit before tax were down 51% and 77% respectively.

The second half of 2010 showed a moderation in the rate of decline. Second half sales were ahead of second half 2009 (down 3.5% excluding acquisitions and translation effects), while EBITDA (as defined)* declined by 5%; operating profit was down 19% and profit before tax 18% lower than the second half of 2009.

Europe Materials benefited from cost reduction measures and trading in CO₂ allowances which resulted in EBITDA (as defined)* and operating profit levels close to 2009 levels. Pricing generally was more challenging than in 2009 even in those markets which enjoyed good volume growth. Europe Products & Distribution saw operating profits fall by approximately 40% with practically all the decline attributable to Products activities. Once again repair, maintenance & improvement (RMI) oriented Distribution operations proved more resilient with operating profit only marginally below 2009 levels.

Americas Materials benefited from infrastructure projects funded by the American Recovery and Reinvestment Act. However, weaker than expected third quarter activity levels in markets supported totally by State and Municipal funds led to a sharp revision in our full year expectations for the Division and to a decline of 29% in full year operating profit in euro terms.

Our Products operations in the Americas which rely predominantly on US residential and non-residential construction suffered severely. This, combined with impairment charges, was only partly offset by a much-improved performance in RMI-oriented Distribution activities, and resulted in operating profit for the Americas Products & Distribution Division well below 2009.

Throughout the year our management teams Group-wide continued to build on the cost reduction and operational excellence initiatives commenced in 2007. Cumulative annualised savings from these cost actions over the five years 2007 to 2011 are estimated at €2.0 billion. These painful but necessary adjustments have been essential in protecting profitability and cash flow and in positioning the Group for eventual recovery in our markets.

Key Components of 2010 Performance

Table 1

€ million	Revenue			EBITDA (as defined)*			Operating profit			Profit on disposals		Finance costs			Associates’ profit after tax			Pre-tax profit
2009 as reported		17,373			1,803			955			26		(297	)		48			732
Exchange effects		671			78			46			1		(8	)		2			41
2009 at 2010 exchange rates		18,044			1,881			1,001			27		(305	)		50			773
Incremental impact in 2010 of:
2009/2010 acquisitions		304			40			26			-		(6	)		-			20
Restructuring costs		-			105			105			-		-			-			105
Impairment costs		-			-			(61	)		-		-			(22	)		(83	)
Ongoing operations		(1,175	)		(411	)		(373	)		28		64			-			(281	)
2010 as reported		17,173			1,615			698			55		(247	)		28			534
% change		-1%			-10%			-27%											-27%

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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Table 1 sets out the key components of the Group’s performance in 2010, analysing the change in results from 2009 to 2010. Sales revenue for 2010 was broadly in line with 2009 at €17.2 billion. EBITDA (as defined)* for the year, after once-off charges of €100 million associated with our cost reduction programme, declined by 10% to €1.6 billion while operating profit declined 27% to €698 million. After impairment costs of €124 million (2009: €41 million), pre-tax profit declined by 27% to €534 million.

Exchange Translation Effects

Currency movements had an overall positive impact on 2010 results, principally due to a strengthening of the US Dollar, the Swiss Franc and the Polish Zloty. The average 2010 US$/€ rate of 1.3257 was 5% stronger than in 2009 (1.3948), while the average Swiss Franc and Polish Zloty rates were 9% and 8% stronger respectively than in 2009.

Restructuring Costs

We continue to review and extend our cost reduction programme and we expect the initiatives taken in 2010, combined with the actions taken across the Group since 2007, to result in significant operational leverage when markets recover. Costs of €100 million incurred in 2010 to implement these savings were €105 million lower than last year (2009: €205 million).

Ongoing Operations

Revenue from ongoing operations declined by €1.2 billion (7%) on a like-for-like basis in 2010, with the reduction split broadly evenly between our Americas and Europe segments; this compares with a €4.1 billion reduction (19%) in ongoing revenue in 2009. With lower sales volumes, price competition intensified in many of our markets, putting margins under pressure; however, tight management of the controllable cost base partly offset these negative impacts resulting in a decline of €373 million in underlying operating profit; the corresponding decline in underlying operating profit in 2009 was €708 million.

Finance Costs

Net finance costs of €247 million were €50 million lower than 2009 reflecting lower interest rates and lower debt levels.

Key Financial Performance Indicators

Some key financial performance indicators which, taken together, are a measure of performance and financial strength, are set out below.

	2010		2009
Operating profit margin		4.1%		5.5%
EBITDA (as defined)* to net interest ratio		6.5x		6.1x
Effective tax rate		17.8%		18.3%
Shareholder return		-16%		22%
Net debt as % of total equity		33%		38%
Net debt as % of market capitalisation		32%		28%

Operating Profit Margin

Overall operating profit margin for the Group fell by 1.4 percentage points in 2010 to 4.1%, reflecting the market conditions discussed above.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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EBITDA (as defined)* to Net Interest Ratio

Management believes that the EBITDA (as defined)* to net interest ratio is useful to investors because it matches the earnings and cash generated by the business to the underlying funding costs. With strong operating cash flows and reducing debt balances, the ratio for 2010 increased to 6.5 times (2009: 6.1 times). The calculation of EBITDA (as defined)* to net interest ratio for the financial year is presented on page 4.

Effective Tax Rate

The effective tax rate in 2010 of 17.8% of pre-tax profit remained broadly consistent with 2009 (18.3%).

Shareholder Returns

The Company’s Ordinary Shares traded in the range €11.51 to €22.00 during 2010. The year-end share price was €15.50, 18% lower than the 2009 closing price (€19.01); with the 2010 dividend unchanged from 2009, the net return for shareholders in 2010 was a negative 16%. The 2010 reduction reflects volatile conditions in the broader market and follows returns of +22% in 2009, -22% in 2008, -23% in 2007 and +29% in 2006. CRH is one of six building materials companies included in the FTSEurofirst 300, a market capitalisation-weighted index of Europe’s largest 300 companies. At year-end 2010, CRH’s market capitalisation of €11.0 billion was 17% lower than 2009 (€13.3 billion). Based on market capitalisation CRH is among the top 5 building materials companies worldwide.

Debt to Equity

Total shareholders’ equity (capital and reserves attributable to CRH’s equity shareholders) increased by €0.7 billion to €10.4 billion during 2010, with the retained profits for the year of €0.4 billion and currency translation effects of €0.5 billion partly offset by dividends of €0.4 billion; movements for the year are fully analysed in the Consolidated Statement of Changes in Equity. Year-end net debt of €3.5 billion^† was €0.25 billion lower (7%) than year-end 2009; this reduction in debt, combined with the increase in equity, resulted in a reduction in the percentage of net debt to total equity from 38% at year-end 2009 to 33% at year-end 2010.

The 7% decrease in net debt in 2010 was more than offset by the 17% reduction in market capitalisation resulting in an increase in the debt/market capitalisation percentage from 28% at year-end 2009 to 32% at year-end 2010.

Liquidity and Capital Resources - 2010 compared with 2009

The comments below refer to the major components of the Group’s cash flows for 2010 and 2009 as shown in the Consolidated Statement of Cash Flows on page 103.

Cash flows from operating activities

The €198 million reduction in profit before tax is analysed in Table 1 on page 54. Depreciation and amortisation of €917 million in 2010 includes impairment charges of €102 million relating to subsidiaries and joint ventures (2009: €41 million).

The Group continued to maintain an intense focus on cash generation throughout 2010 and the net working capital (including provisions) decrease (cash inflow) for the year represented a strong performance in a challenging environment. Due to the seasonal nature of CRH’s business, working capital movements exhibit a high degree of weather dependency and can significantly increase when measured during the peak season, generally May to September. The outflow as measured at 30 June 2010 amounted to €542 million (30 June 2009 outflow: €111 million), compared to an inflow of €142 million at the year end (2009 inflow: €740 million).

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

† As disclosed in note 25 to the Consolidated Financial Statements, net debt comprises interest-bearing loans and borrowings, cash and cash equivalents, liquid investments and derivative financial instruments.

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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.

Cash flows from investing and financing activities

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.

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Segment Review

Europe Materials

2010 overview

									Analysis of change
€ million	% of Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		16%		2,665		2,749		-84		-228		+47		-		-		+97
EBITDA (as defined)*		26%		423		434		-11		-73		+4		+37		-		+21
Operating profit		36%		251		257		-6		-70		+2		+37		+9		+16
EBITDA (as defined)* margin				15.9%		15.8%
Operating profit margin				9.4%		9.3%

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.

Ireland, Portugal, Spain

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.

Switzerland, Finland, Benelux

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.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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Central and Eastern Europe, Eastern Mediterranean, Asia

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

2010 overview

									Analysis of change
€ million	% of Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		26%		4,417		4,280		+137		-302		+215		-		-		+224
EBITDA (as defined)*		35%		566		670		-104		-183		+32		+11		-		+36
Operating profit		41%		288		407		-119		-174		+22		+11		-		+22
EBITDA (as defined)* margin				12.8%		15.7%
Operating profit margin				6.5%		9.5%

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.

Volumes / Prices

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

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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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.

Energy and Other Costs

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.

Regional Performance

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.

East

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.

West

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.

Europe Products

2010 overview

									Analysis of change
€ million	% of Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		16%		2,817		3,002		-185		-213		-		-		-		+28
EBITDA (as defined)*		12%		198		283		-85		-109		-		+25		-		-1
Operating profit		2%		11		116		-105		-93		-		+25		-35		-2
EBITDA (as defined)* margin				7.0%		9.4%
Operating profit margin				0.4%		3.9%

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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

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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.

Concrete Products

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.

Clay Products

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.

Building Products

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.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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Americas Products

2010 overview

									Analysis of change
€ million	% of Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		14%		2,469		2,536		-67		-230		+2		-		-		+161
EBITDA (as defined)*		10%		154		173		-19		-51		-		+18		-		+14
Operating profit		-3%		-24		23		-47		-42		-1		+18		-27		+5
EBITDA (as defined)* margin				6.2%		6.8%
Operating profit margin				-1.0%		0.9%

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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.

Building Products

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.

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BuildingEnvelope™

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.

South America

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.

Europe Distribution

2010 overview

	% of								Analysis of change
€ million	Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		21%		3,566		3,633		-67		-204		+37		-		-		+100
EBITDA (as defined)*		13%		214		204		+10		-11		+4		+11		-		+6
Operating profit		19%		135		137		-2		-12		+3		+11		-8		+4
EBITDA (as defined)* margin				6.0%		5.6%
Operating profit margin				3.8%		3.8%

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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.

Professional Builders Merchants

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

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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.

Sanitary, Heating and Plumbing

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.

DIY

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

2010 overview

	% of								Analysis of change
€ million	Group		2010		2009		Change		Organic		Acquisitions		Restructuring		Impairment		Exchange
Sales revenue		7%		1,239		1,173		+66		+2		+3		-		-		+61
EBITDA (as defined)*		4%		60		39		+21		+16		-		+3		-		+2
Operating profit		5%		37		15		+22		+18		-		+3		-		+1
EBITDA (as defined)* margin				4.8%		3.3%
Operating profit margin				3.0%		1.3%

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

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.

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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.

Exterior Products

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.

Interior Products

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.

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Board of Directors	67
Corporate Governance Report	71
Role and Membership of the Board	71
Committees of the Board	75
Corporate Social Responsibility	81
Risk Management and Internal Control	82
Report on Directors’ Remuneration	85

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Board of Directors

The Board of Directors manage the business of the Company. The Directors, other than the non-executive Directors, serve as executive officers of the Company.

Executive Directors

M. Lee BE, FCA

Chief Executive

(Aged 58)

A. Manifold FCPA, MBA, MBS

Chief Operating Officer

(Aged 49)

M. Carton MA, FCA

Finance Director

(Aged 53)

M.S. Towe

Chief Executive Officer

Oldcastle, Inc.

(Aged 62)

Biographies of the Executive Directors are shown on pages 14 and 15.

Non-executive Directors

E.J. Bärtschi LIC.OEC.HSG

Ernst Bärtschi became a non-executive Director in October 2011. A Swiss national, he was until 31 December 2011 Chief Executive of Sika AG, a manufacturer of speciality chemicals for construction and general industry. Prior to joining Sika, he worked for the Schindler Group and was Chief Finance Officer between 1997 and 2001. Over the course of his career he has gained extensive experience in India, China and the Far East generally. He is a member of the board of Bucher Industries AG, a mechanical and vehicle engineering company based in Switzerland. (Aged 59).

W.P. Egan

Bill Egan became a non-executive Director in January 2007. A United States citizen, he is founder and General Partner of Alta Communications and Marion Equity Partners LLC, Massachusetts-based venture capital firms. He is

a director of the Irish venture capital company Delta Partners Limited. He also serves on the boards of several communications, cable and information technology companies. He is past Chairman of Cephalon Inc., and past President and Chairman of the National Venture Capital Association. (Aged 66).

U-H. Felcht

Utz-Hellmuth Felcht became a non-executive Director in July 2007. A German national, he was, until May 2006, Chief Executive of Degussa AG, Germany’s third largest chemical company. He is a partner in the private equity group One Equity Partners Europe GmbH, Chairman of the German rail company Deutsche Bahn AG, and a member of the Supervisory Board of Jungbunzlauer Holding AG. He was until May 2011 Chairman of the Supervisory Board of Süd-Chemie Aktiengesellschaft. (Aged 64).

N. Hartery BE, CEng, FIEI, MBA

Chairman Designate

Nicky Hartery became a non-executive Director in June 2004 and was appointed Chairman Designate in February 2012. He was Vice President of Manufacturing and Business Operations for Dell Inc.’s Europe, Middle East and Africa (EMEA) operations from 2000 to 2008. Prior to joining Dell, he was Executive Vice President at Eastman Kodak and previously held the position of President and Chief Executive Officer at Verbatim Corporation, based in the United States. He is Chief Executive of Prodigium, a consulting company which provides business advisory services. He is also a non-executive director of Musgrave Group plc, a privately owned international food retailer, and Eircom Limited, a company which provides telecommunications services in Ireland. (Aged 60).

J.M. de Jong

Jan Maarten de Jong became a non-executive Director in January 2004. A Dutch national, he is a member of the Supervisory Board of Heineken N.V. He is a former member of the Managing

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Board of ABN Amro Bank N.V. and continued to be a Special Advisor to the board of that company until April 2006. He is also a director of a number of European banking, insurance and industrial holding companies, including AON Groep Nederland B.V. and KBC Bank N.V. (Aged 66).

J.W. Kennedy MSc, BE, CEng, FIEE

John Kennedy became a non-executive Director in June 2009. He is past Chairman of Wellstream Holdings plc. In a 40 year career, he has served as Executive Vice President of Halliburton Company, President of Dresser Enterprises and Chief Operations Officer of Brown and Root Services. He is a director of Integra Group and is non-executive Chairman of Maxwell Drummond International Limited, Hydrasun Holdings Limited, Welltec A/S and BiFold Group Limited. He is also a past director of the UK Atomic Energy Authority. (Aged 61).

K. McGowan

Chairman

Kieran McGowan became Chairman of CRH in 2007 having been a non-executive Director since 1998. He is a director of Elan Corporation plc and Charles Schwab Worldwide Funds plc and is Chairman of Property Industry Ireland (PII) Limited and Business in the Community Ireland. He was Chief Executive of IDA Ireland (Ireland’s inward investment promotion agency) from 1990 to 1998 and has served as President of the Irish Management Institute and as Chairman of the Governing Authority of University College Dublin. (Aged 68).

H.A. McSharry BComm, MBS

Heather Ann McSharry became a non-executive Director in February 2012. She is Chairman of the Board of Trustees of the Bank of Ireland Pension Fund and is a director of Ergonomics Solutions International, IDA Ireland and the Institute of Directors. She is a former Managing Director of Reckitt Benckiser and Boots Healthcare in Ireland and was previously a director of Bank of Ireland and Enterprise Ireland. (Aged 50).

D.N. O’Connor BComm, FCA

Dan O’Connor became a non-executive Director in June 2006. He is a former President and Chief

Executive Officer of GE Consumer Finance - Europe and a former Senior Vice-President of GE. He was until October 2010 Executive Chairman of Allied Irish Banks, plc. (Aged 52).

Changes in Directors

Ms. J.M.C. O’Connor retired from the Board on 4 May 2011. Mr. W.I. O’Mahony retired from the Board on 31 December 2011.

Mr. E. Bärtschi was appointed to the Board on 26 October 2011. Ms. H.A. McSharry was appointed to the Board on 22 February 2012.

Mr. K. McGowan will retire from the Board at the conclusion of the Annual General Meeting to be held on 9 May 2012.

Under the Company’s Articles of Association, co-opted Directors are required to submit themselves to shareholders for election at the Annual General Meeting following their appointment and all the Directors are required to submit themselves for re-election at intervals of not more than three years. However, in accordance with the provisions contained in the 2010 UK Corporate Governance Code, the Board has decided that all Directors eligible for re-election should retire at each Annual General Meeting and offer themselves for re-election, where applicable.

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Board Committees

Acquisitions	Length of service on Committee**
K. McGowan, Chairman	11 years
M. Carton	1.5 years
U-H. Felcht	Newly appointed
M. Lee	8 years
A. Manifold	3 years
D.N. O’Connor	5 years
Audit
J.M. de Jong, Chairman*	8 years
E.J. Bärtschi	Newly appointed
H.A. McSharry	Newly appointed
D.N. O’Connor*	5.5 years
Finance
K. McGowan, Chairman	4.5 years
M. Carton	1.5 years
U-H. Felcht	4.5 years
M. Lee	8 years
Nomination & Corporate Governance
K. McGowan, Chairman	4.5 years
W.P. Egan	4.5 years
N. Hartery	7.5 years
J.W. Kennedy	2.5 years
Remuneration
N. Hartery, Chairman	7.5 years
W.P. Egan	4.5 years
J.W. Kennedy	2.5 years
Senior Independent Director
N. Hartery

* Audit Committee Financial Expert

** From date of appointment to 31 December 2011

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Corporate Governance Report

CRH, which is incorporated in Ireland and subject to Irish Company Law, has a premium listing on the London Stock Exchange, a secondary listing on the Irish Stock Exchange and its American Depositary Shares are listed on the New York Stock Exchange.

Corporate governance is the system by which companies are directed and controlled; it is concerned with the way in which a board operates and sets the values for a company, rather than with the day-to-day operational management of a company by full-time executives. The Directors and management of CRH are committed to maintaining very high standards of corporate governance and ethical business conduct, and this Report describes CRH’s governance principles and practice and the Group’s risk management and internal control systems. The Report also sets out how CRH applies the main and supporting principles of the 2010 UK Corporate Governance Code (the 2010 Code) which, with effect from 1 January 2011 for CRH, replaced the June 2008 Combined Code on Corporate Governance. This Report also takes into account the disclosure requirements set out in the corporate governance annex to the listing rules of the Irish Stock Exchange.

A copy of the 2010 Code can be obtained from the Financial Reporting Council’s website, www.frc.org.uk.

Board of Directors

Role of the Board

The Board is collectively responsible for the leadership, control, development and long-term success of the Group. We are also responsible for instilling the appropriate culture, values and behaviour throughout the organisation. There is a formal schedule of matters reserved to the Board for consideration and decision. This includes Board appointments, approval of the Annual Report, the Interim Results and the annual budget, major acquisitions, significant capital expenditure and approval of strategic plans for the Group. The Group’s strategy, which is regularly reviewed by the Board, and its business model are summarised on page 10.

The Board has delegated responsibility for the management of the Group, through the Chief Executive, to executive management. It has been our practice since the formation of the Group in the 1970s that the roles of Chairman and Chief Executive are not combined. There is a clear division of responsibilities, which is set out in writing and has been approved by the Board, between the two roles. The Chief Executive has full day-to-day operational and profit responsibility for the Group and is accountable to the Board for all authority delegated to executive management. His overall brief is to execute agreed strategy, to co-ordinate and oversee the profitable growth of a diverse group of international businesses and to maximise the contribution of senior management to business planning, operational control and profit performance.

Non-executive Directors are expected to constructively challenge management proposals and to examine and review management performance in meeting agreed objectives and targets. In addition, they are expected to draw on their experience and knowledge in respect of any challenges facing the Group and in relation to the development of proposals on strategy.

The Board has delegated some of its responsibilities to Committees of the Board. The work of each Committee is set out on pages 75 to 80 of this Report. While responsibility for monitoring the effectiveness of the Group’s risk management and internal control systems has been delegated to the Audit Committee¹, the Board retains ultimate responsibility for determining the Group’s “risk appetite” and annually considers a report in relation to the monitoring, controlling and reporting of identified risks and uncertainties. In addition, the Board receives regular reports from the Chairman of the Audit Committee in relation to the work of that Committee in the area of risk management.

Individual Directors may seek independent professional advice, at the expense of the Company, in the furtherance of their duties as a Director.

The Group has a Directors’ and Officers’ liability insurance policy in place.

1 In accordance with Section 91(6)(b) of the EC (Directive 2006/43) Regulations 2010.

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Membership of the Board

It is our practice that a majority of the Board comprises non-executive Directors, considered by the Board to be independent, and that the Chairman is non-executive. At present, there are four executive and nine non-executive Directors. Biographical details are set out on pages 14, 15, 68 and 69. While there is an ongoing process of planned refreshment and renewal, we consider the current size and composition of the Board to be within a range which is appropriate. We also believe that the current size of the Board is sufficiently large to enable its Committees to operate without undue reliance on individual non-executive Directors, while being dynamic and responsive to the needs of the Company. The spread of nationalities of the Directors reflects the geographical reach of the Group and we consider that the Board as a whole has the appropriate blend of skills, knowledge and experience, from a wide range of industries, regions and backgrounds, necessary to lead the Company. Directors are appointed for specified terms and are subject to annual re-election at the Annual General Meeting and to the Memorandum and Articles of Association of the Company.

None of the executive Directors is a non-executive director of a listed company.

As outlined below, the Nomination & Corporate Governance Committee is responsible for keeping the “bench-strength” of the Board, and the need for refreshment and renewal, under review.

Board succession policy and diversity

The Board plans for its own succession with the assistance of the Nomination & Corporate Governance Committee. Independent consultants are engaged to search for suitable candidates to serve as non-executive Directors.

We are committed to ensuring that the Board is sufficiently diverse and appropriately balanced. In its work in the area of Board renewal, the Nomination & Corporate Governance Committee looks at four criteria when considering candidates: (i) international business experience, particularly in the regions in which the Group operates or in which it intends to expand; (ii) skills, knowledge and expertise in areas relevant to the operation of the Board; (iii) diversity, including nationality and gender; and (iv) the need for an appropriately sized Board. During the ongoing process of Board renewal, each, or a combination, of these factors can take priority. Consequently, to date the Board has not set specific objectives in relation to diversity.

Independence of Directors

The independence of Board members is considered annually. The Board is assisted in this by the annual review carried out by the Senior Independent Director which addresses the independence of the individual members of the Board (see Performance appraisal and Board evaluation section below), and by the work of the Nomination & Corporate Governance Committee, which annually reviews each Board member’s directorships and considers any relevant business relationships between Board members. We have concluded that all of the Directors bring independent judgement to bear on issues of strategy, performance, resources, key appointments and standards, and have determined that each of the non-executive Directors is independent. In reaching that conclusion, we considered the principles relating to independence contained in the 2010 Code, together with the guidance provided by a number of shareholder voting agencies, and have taken the view that independence is determined by a Director’s character, objectivity and integrity. Those principles and guidance highlight a number of factors that might appear to affect the independence of Directors, including former service as an executive, extended service on the Board and cross-directorships, while making it clear that a Director may be considered independent notwithstanding the presence of one or more of these factors.

Chairman

Kieran McGowan, who has been Chairman of the Group since May 2007, will retire as Chairman and from the Board at the conclusion of the 2012 Annual General Meeting. On his appointment as Chairman, Mr. McGowan met the independence criteria set out in the June 2006 Combined Code. The Board has

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appointed Nicky Hartery as Chairman Designate. Mr. Hartery, who was appointed to the Board in June 2004 meets the independence criteria set out in the 2010 Code. The process used for the appointment of the new Chairman is set out on page 79.

The Chairman is responsible for the efficient and effective working of the Board. He ensures that Board agendas cover the key strategic issues confronting the Group, that the Board reviews and approves management’s plans for the Group and that Directors receive accurate, timely, clear and relevant information. He oversees the search for new Board members and is available to meet with, and hear the views of, institutional investors. While Mr. McGowan holds a number of other directorships (see details on page 69), the Board considers that these do not interfere with the discharge of his duties to CRH.

Senior Independent Director

Nicky Hartery has been the Senior Independent Director since May 2008. The Board has decided that Dan O’Connor will take on the role of Senior Independent Director when Mr. Hartery assumes the role of Chairman in May 2012.

Company Secretary

The appointment and removal of the Company Secretary is a matter for the Board. All Directors have access to the advice and services of the Company Secretary, who is responsible to the Board for ensuring that Board procedures are complied with.

Terms of appointment of non-executive Directors

The standard terms of the letter of appointment of non-executive Directors are available for inspection at the Company’s registered office and at the Annual General Meeting.

Induction, training and development of Directors

New Directors are provided with extensive briefing materials on the Group and its operations, the procedures relating to the Board and its Committees and their duties and responsibilities as Directors under company law. The Chairman agrees a tailored and comprehensive induction programme with each new Director. The aim of the programme, which generally covers the first year of a new Director’s appointment, is to provide them with a detailed insight into the Group. The programme involves meeting with the Chief Executive, Chief Operating Officer, Finance Director, Company Secretary and key senior executives at Head Office and Divisional level. It covers areas such as strategy, development priorities, acquisition evaluation, organisation structure, succession planning, financing, corporate social responsibility, compliance and ethics, investor relations and risk management. New Directors also meet with the Senior Independent Director to discuss the most recent Board evaluation exercise and, after approximately six months, a session is organised with the Chairman to review progress. All Directors can also avail of opportunities to hear the views of and meet with the Group’s investors and analysts. Directors regularly receive copies of research and analysis conducted on CRH and the building materials sector. The Board receives regular updates from the external auditors in relation to regulatory and accounting developments. Updates in relation to other relevant matters, for example, changes in company law, are provided from time to time.

Throughout the year, Directors meet with key executives and, in the course of twice-yearly visits by the Board to Group locations, see the businesses at first hand and meet with local management teams.

For newly-appointed members of the Audit Committee, training arrangements include meeting with the key members of the external audit, internal audit and finance (Head Office and Divisional) teams and where required, relevant financial courses are provided. Committee members also receive details of relevant conferences organised by external parties. New members of the Remuneration Committee meet with the Committee’s remuneration consultants in the year of their appointment to the Committee.

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Remuneration of Directors

Details of remuneration paid to the Directors are set out in the Report on Directors’ Remuneration on pages 85 to 96. The 2011 Report on Directors’ Remuneration will be presented to shareholders for the purposes of an advisory non-binding vote at the Annual General Meeting to be held on 9 May 2012.

Ownership and dealing by Directors in CRH securities

Details of the shares held by Directors are set out on page 90. CRH has a policy on dealings in securities that applies to all Directors and senior management. Under the policy, Directors are required to obtain clearance from the Chairman and Chief Executive before dealing in CRH securities. Directors and senior management are prohibited from dealing in CRH securities during designated prohibited periods and at any time at which the individual is in possession of inside information (as defined in the Market Abuse (Directive 2003/6/EC) Regulations 2005). The policy adopts the terms of the Model Code, as set out in the Listing Rules published by the UK Listing Authority (which has been amended in relation to Irish company law and taxation references).

Performance appraisal and Board evaluation

The Senior Independent Director conducts an annual review of corporate governance, the independence of Board members, the operation and performance of the Board, and its Committees, the effectiveness of Board communications and the performance of the Chairman. This is achieved through discussion in one-to-one sessions with each Director. The meetings, which cover specific topics and allow for free-ranging discussion, provide a forum for an open and frank discourse. The Senior Independent Director circulates a written report to the Board each year, which summarises the outcome of the review and sets out any recommendations from Board members in relation to areas where improvements can be made. Consideration of the Senior Independent Director’s report is a formal agenda item at a scheduled Board meeting each year. This evaluation process will be facilitated in 2012 by a third party expert in this area. This is dealt with further in the Nomination & Corporate Governance Committee section on pages 78 and 79.

A review of individual Directors’ performance is conducted by the Chairman and each Director is provided with feedback gathered from other members of the Board. Performance is assessed against a number of measures, including the ability of the Director to contribute to the development of strategy, to understand the major risks affecting the Group, to contribute to the cohesion of the Board, to commit the time required to fulfil the role and to listen to and respect the views of other Directors and the management team. As part of that review process the Chairman discusses with each individual their training and development needs and, where appropriate, agrees for suitable arrangements to be put in place to address those needs.

Directors’ retirement and re-election

All Directors retire at each Annual General Meeting and, unless they are stepping down from the Board, submit themselves to shareholders for re-election. Re-appointment is not automatic. Directors who are seeking re-election are subject to a performance appraisal, which is overseen by the Nomination & Corporate Governance Committee.

Board meetings and time commitment

There were eight full meetings of the Board during 2011. Details of Directors’ attendance at those meetings are set out in the table on page 75. Each year, additional meetings, to consider specific matters, are held when and if required.

The Chairman sets the agenda for each meeting, in consultation with the Chief Executive and Company Secretary. In addition to the Group budget, trading results, large acquisitions, financial results and reports and regular Board matters, during the course of the year the Board receives updates on health and safety,

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with a particular focus on the Group’s fatality elimination programme, environmental issues, human resources and the Company’s investor relations programme. A report on the performance of acquisitions against the original Board proposal following three years of Group ownership is also considered by the Board. In July, the Board meeting is held over two days, with the main focus being on Group strategy. The Chief Executive regularly updates the non-executive Directors, in sessions at which other executive Directors are not present, regarding succession planning for senior management in each Division. Board papers are circulated to Directors in advance of meetings. Directors can, if they wish, obtain their papers electronically by way of a secure application for portable electronic devices.

Two visits are made each year by the Board to Group operations; one in Europe and one in North America. Each visit lasts between three and five days and incorporates a scheduled Board meeting. In 2011, these visits were to The Netherlands in Europe and to the Michigan area in the United States.

The non-executive Directors met twice during 2011 without executives being present.

Prior to their appointment, potential non-executive Directors are made aware of the calendar of meetings and are asked to confirm that they are able to allocate sufficient time to meet the expectations of their role. The agreement of the Chairman is required before accepting additional commitments that might impact adversely on the time they are able to devote as a non-executive Director of the Company.

Attendance at Board and Board Committee meetings during the year ended 31 December 2011

	Board			Acquisitions			Audit			Finance			Nomination			Remuneration
		A	B		A	B		A	B		A	B		A	B		A	B
E.J. Bärtschi (appointed 26 October 2011)		2	2
M. Carton		8	8		3	3					4	4
W.P. Egan		8	8											4	4		7	7
U-H. Felcht		8	6					9	7		4	4
N. Hartery		8	8											4	4		7	7
J.M. de Jong		8	8					9	9
J.W. Kennedy		8	8											4	2		7	6
M. Lee		8	8		3	3					4	4		4	4
K. McGowan		8	8		3	3					4	4		4	4
A. Manifold		8	8		3	3
D.N. O’Connor		8	8		3	3		9	9
J.M.C. O’Connor (retired 4 May 2011)		2	2					3	3
W.I. O’Mahony (retired 31 December 2011)		8	8		3	2					4	3
M.S. Towe		8	8

Column A - indicates the number of meetings held during the period the Director was a member of the Board and/or Committee.

Column B - indicates the number of meetings attended during the period the Director was a member of the Board and/or Committee.

Mr. Felcht was unable to attend some meetings during the course of 2011 due to diary conflicts and personal circumstances.

Committees of the Board¹

The Board has established five permanent Committees to assist in the execution of its responsibilities. These are the Acquisitions Committee, the Audit Committee, the Finance Committee, the Nomination & Corporate Governance Committee and the Remuneration Committee. Ad hoc committees are formed from time to time to deal with specific matters.

Each of the permanent Committees has terms of reference, under which authority is delegated to them by the Board. The terms of reference are available on the Group’s website, www.crh.com. The Chairman of each Committee reports to the Board on its deliberations, and minutes of all Committee meetings are circulated to all Directors.

1 The terms of reference of these committees comply fully with the 2010 Code requirements; CRH considers that they are generally responsive to the relevant NYSE rules but may not address all aspects of these rules.

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The current membership of each Committee, and each member’s length of service, is set out on page 70. Attendance at meetings held in 2011 is set out in the table on page 75.

Chairmen of the Committees attend the Annual General Meeting and are available to answer questions from shareholders.

During the year each of the relevant Committees reviewed its performance and terms of reference.

Acquisitions Committee

The role of this Committee is to approve acquisitions, divestments and capital expenditure projects within limits agreed by the Board.

Audit Committee

This Committee consists of four non-executive Directors, considered by the Board to be independent¹. As at the date of this Report, the Board has determined that Mr. Jan Maarten de Jong and Mr. Dan O’Connor are the Committee’s financial experts. It will be seen from the Directors’ biographical details, appearing on pages 68 and 69, that the members of the Committee bring to it experience and expertise from a wide range of industries, including the financial services sector.

The Committee² met nine times during 2011. While its terms of reference, which were last updated in 2010, remained unchanged, the Committee reorganised its calendar of meetings in 2011 resulting in a reduction in meetings (from 14 in 2009 and 2010). The Finance Director and the Head of Internal Audit normally attend meetings of the Committee, while the Chief Executive and other executive Directors attend when necessary. The external auditors attend the majority of Committee meetings and report on any issues they believe should be brought to the attention of the Committee; in addition, they have direct access to the Committee Chairman at all times. During the year, the Committee met with the Head of Internal Audit and with the external auditors in the absence of management.

In 2011, the Committee reviewed, and discussed with management the content of, the Company’s interim management statements, the 2010 preliminary results announcement/Annual Report and financial statements, the 2010 Annual Report on Form 20-F, which was filed with the United States Securities and Exchange Commission, and the interim report for the period ended 30 June 2011. In February 2011, the Committee approved the annual internal audit plan and, in July, the external auditors presented their audit plans for the 2011 audit. In February 2012, at the meeting at which the 2011 year-end financial statements were considered, the Committee received a report from the external auditors in relation to the audit process. Each year, the Committee also considers a report from the external auditors containing their observations and comments on issues that arose during the audit.

Throughout the year, the Committee received reports and updates from the Head of Internal Audit in relation to internal audit reviews, Section 404 of the Sarbanes-Oxley Act 2002³ and the arrangements in place to enable employees to raise concerns, in confidence, in relation to possible wrongdoing in financial reporting or other matters.

Assessments of the Internal Audit function are carried out periodically by management and validated by an independent third party assessor. The most recent assessment was conducted in late 2009, during which no major weaknesses were identified; the assessment did result in a number of recommendations, most of which have been implemented, and the Committee receives updates on the status of the implementation of the remaining recommendations. The Committee approves Internal Audit’s charter and any amendments thereto.

1 The Board has determined that all of the non-executive Directors on the Audit Committee are independent according to the requirements of Rule 10A 3 of the rules of the Securities and Exchange Commission.

2 Attendance by non-independent directors and management is by invitation only.

3 A copy of Section 404 of the Sarbanes-Oxley Act 2002 can be obtained from the US Securities and Exchange Commission’s website, www.sec.gov.

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In 2011, the Committee met with senior finance personnel from the Group’s operations to discuss inter-alia, internal audit review findings, the implementation of resulting changes to control structures, work in relation to improving the control environment and culture in each Division, co-ordination with the work of the external auditors, actions being taken to prevent fraud and the harmonisation of IT platforms, where appropriate, across the Group.

As part of its response to the difficult trading conditions in recent years, the Group has implemented a programme of cost savings and has periodically announced updates on the annualised savings under that programme. The Head of Internal Audit reviews these savings, and the related implementation costs, and reports his findings to the Committee.

During the year, the Committee reviewed the workings in relation to goodwill impairment testing and the sensitivity analysis referred to in note 15 to the Consolidated Financial Statements and discussed the outcome of the process with management and the external auditors in the context of developments in the wider industry.

The Board has delegated responsibility for monitoring the effectiveness of the Group’s risk management and internal control systems to the Audit Committee. Further details in relation to the Committee’s work in this area are set out in the section on Risk Management and Internal Controls on page 82.

The Committee regularly reviews the position in relation to the implementation of plans to mitigate the Group’s pension scheme liabilities. The Committee also regularly reviews the structures in place to ensure the Group complies with its obligations, particularly under competition and anti-corruption legislation throughout the world.

Under its terms of reference, the Audit Committee makes recommendations to the Board in relation to the appointment of the external auditors.

A number of factors are taken into account by the Committee in assessing whether to recommend the auditors for re-appointment or to seek other competitive bids for the audit. These include the quality of reports provided to the Audit Committee and the Board and the quality of advice given; the level of understanding demonstrated of the Group’s business and industry; the objectivity of the auditors’ views on the financial controls around the Group and their ability to co-ordinate a global audit, and the results of formal evaluations of the auditors.

Ernst & Young have been the Group’s auditors since 1988. Following an evaluation carried out in 2009, the Committee recommended to the Board that Ernst & Young be retained as the Group’s external auditors. There are no contractual obligations which act to restrict the Audit Committee’s choice of external auditor. The Committee has decided that such evaluations should be carried out at least every five years, with periodic interim reviews, and it monitors the implementation of the recommendations made as part of the evaluation process. The Committee considers the risk of withdrawal by Ernst & Young from the market and the potential impact on the Group, were that eventuality to materialise.

The Committee has put in place safeguards to ensure that the independence of the audit is not compromised. Such safeguards include: seeking confirmation from the external auditors that they are, in their professional judgement, independent from the Group; obtaining from the external auditors an account of all relationships between the auditors and the Group; monitoring the Group’s policy prohibiting the employment of former staff of the external auditors, who were part of the CRH audit team, in senior management positions until two years have elapsed since the completion of the audit, monitoring the number of former employees of the external auditors currently employed in senior positions in the Group and assessing whether those appointments impair, or appear to impair, the auditors’ judgement or independence; considering whether, taken as a whole, the various relationships between the Group and the external auditors impair, or appear to impair, the auditors’ judgement or independence; and reviewing the economic importance of the Group to the external auditors and assessing whether that importance impairs, or appears to impair, the external auditors’ judgement or independence.

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The Group has a policy governing the conduct of non-audit work by the auditors¹. The policy, which was updated in 2011, is available on the CRH website, www.crh.com. Under the policy, the external auditors are prohibited from performing services where they may be required to audit their own work, participate in activities that would normally be undertaken by management; are remunerated through a ‘success fee’ structure, where success is dependent on the audit; or act in an advocacy role for the Group. Other than the above, the Group does not impose an automatic ban on the external auditors undertaking non-audit work. The external auditors are permitted to provide non-audit services that are not, or are not perceived to be, in conflict with auditor independence, providing they have the skill, competence and integrity to carry out the work and are considered by the Committee to be the most appropriate to undertake such work in the best interests of the Group. The engagement of the external auditors to provide any non-audit a services must be pre-approved by the Audit Committee or entered into pursuant to pre-approval policies and procedures established by the Committee. The pre-approval policy specifies the services that are prohibited and the services which have general pre-approval. The Committee has delegated to the Finance Director responsibility for confirming whether a service, which has general pre-approval, can be provided by Ernst & Young. The Finance Director reports regularly to the Committee on services which have been approved.

In 2011, the external auditors provided a number of audit-related and non-audit services, including Sarbanes-Oxley Section 404/regulatory reporting; services in relation to Securities and Exchange Commission registrations in the United States; work associated with bond and treasury issues; and due diligence services associated with proposed acquisitions. They were also engaged during 2011 in a number of jurisdictions in which the Group operates to provide help with local tax compliance, advice on taxation laws and other related matters; assignments which typically involve relatively small fees. The Audit Committee is satisfied that the external auditors’ knowledge of the Group was an important factor in choosing them to provide these services. The Committee is also satisfied that the fees paid to Ernst & Young for non-audit work, which amounted to circa 20% of the consolidated audit fee, did not compromise their independence or integrity. Details of the amounts paid to the external auditors during the year for audit and other services are set out in note 4 to the Consolidated Financial Statements on page 124.

The Group external audit engagement partner is replaced every five years.

Finance Committee

This Committee, which advises the Board on the financial requirements of the Group and on appropriate funding arrangements, considers and makes recommendations to the Board in relation to the issue and buy-back of shares and debt instruments and to the Group’s financing arrangements; considers and makes recommendations to the Board in relation to dividend levels on the Ordinary shares; keeps the Board advised of the financial implications of Board decisions in relation to acquisitions; assists management, at their request, in considering any financial or taxation aspect of the Group’s affairs.

During 2011, the Committee considered a review of the Group’s listing arrangements, which resulted, in December 2011, in the re-classification of CRH’s listing of Ordinary shares on the Irish Stock Exchange from a primary listing to a secondary listing (the “Listing Re-classification”). CRH retained the premium listing of its Ordinary shares on the London Stock Exchange and there was no change to its listing of American Depositary Shares on the New York Stock Exchange. The Listing Re-classification facilitated the Group’s inclusion in the FTSE 100 and FTSE All Share indices.

Nomination & Corporate Governance Committee

This Committee consists of four independent non-executive Directors. The Committee has recommended to the Board that, in accordance with evolving governance norms in some regions, the Nomination & Corporate Governance Committee should be made up entirely of non-executive Directors. Accordingly, the Chief Executive stepped down from the Committee in February 2012. Mr. Lee continues to be consulted on

1 The term of any general pre-approval is twelve months from the date of pre-approval.

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issues related to Board, senior management succession and corporate governance developments and is invited to attend meetings of the Committee when appropriate. The Committee is responsible for assisting the Board in ensuring that the composition of the Board and its Committees is appropriate to the needs of the Group; for keeping corporate governance developments under review and recommending changes, where appropriate, to the Board; for monitoring compliance with governance codes; and for reviewing the content of the Corporate Governance Report to shareholders.

In 2010, the Committee recommended to the Board that the Company appoint an external service provider to facilitate the evaluation of the performance of the Board at least once every three years. The first evaluation will take place in 2012 and will supplement existing processes and reviews carried out by the Chairman and the Senior Independent Director (as outlined in the Performance appraisal and Board evaluation section of this Report on page 74). A number of potential providers based in Ireland and the UK were considered. The provider which the Committee recommended to the Board, and which was subsequently engaged, is based in the UK and has an extensive record in facilitating Board evaluations in large listed companies both in Ireland and the UK. While the provider is part of an organisation which also supplies software solutions to the Group, the Committee is satisfied that the annual value of the relevant contracts is not material to either party. The Committee has agreed the terms of reference for the evaluation and will review the results.

The factors taken into account by the Committee in considering the composition of the Board are set out in the policy for Board renewal which is detailed on page 72. The Committee establishes processes for the identification of suitable candidates for appointment to the Board and oversees succession planning for the Board and senior management. Non-executive Directors are typically expected to serve two three-year terms, although they may be invited to serve for a further period. The Committee keeps the tenure of Board members under review, with the aim of ensuring phased renewal and refreshment, particularly when a number of non-executive Directors are appointed in any one year.

During 2011 and in the year to date, the Committee identified, and recommended to the Board, two suitable candidates for appointment as non-executive Directors, Ernst Bärtschi and Heather Ann McSharry.

To facilitate the search for suitable candidates to serve as non-executive Directors, the Committee uses the services of independent consultants. When prospective candidates have been identified, each member of the Committee meets with them.

The Committee led the succession process for the appointment of Mr. McGowan’s successor as Chairman and, having sought the views of each Director in relation to the filling of this position, recommended to the Board that Mr. Hartery be appointed as Chairman Designate. The Committee was, in the absence of Mr. McGowan and Mr. Hartery, chaired by Mr. Egan when considering its recommendation. The Committee set out the duties, responsibilities and time commitment required by Mr. McGowan’s successor and determined that, due to the calibre of internal candidates, there was no requirement to seek external candidates. Consequently, the position of Chairman was not advertised and external consultants were not engaged. Mr. Hartery is a non-executive Director of Musgrave Group plc (an unlisted public limited company), Eircom Limited and is a business consultant.

As referred to above in the section on Independence of Directors, each year the Committee reviews details of the non-CRH directorships of each Director, including any relationship between those companies and the Group. The Committee also reviews any business relationships between individual Board members.

Remuneration Committee

This Committee consists of three non-executive Directors considered by the Board to be independent and is chaired by the Senior Independent Director. The Directors’ biographical details, on pages 68 and 69, demonstrate that the members of the Committee bring to it a wide range of experience in large organisations and public companies, including experience in the area of senior executive remuneration. The Committee receives advice from Mercer, a leading compensation and benefit consultant. The Chief Executive is fully consulted about remuneration proposals. A statement regarding other services provided by Mercer to the Group is available on the CRH website, www.crh.com.

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In 2011, the Committee determined the salaries of the executive Directors and the level of awards made under the performance-related incentive plans, which were based on measured targets. The Committee set the remuneration of the Chairman and reviewed the remuneration of senior management. It also approved an award of share options to the executive Directors and key management under the 2010 Share Option Scheme, which was approved by shareholders in May 2010 (the 2010 Scheme), and the conditional allocation of shares under the 2006 Performance Share Plan. In addition, the Committee approved the partial release of awards made under the 2006 Performance Share Plan in 2008 and released deferred shares awarded in 2008.

The Committee oversees the preparation of the Report on Directors’ Remuneration, which contains details on pages 85 to 96 of the Group’s remuneration policy, the structure of executive Directors’ remuneration, awards made under the Group’s share incentive plans, the factors taken into account when assessing the level of vesting under the Performance Share Plan and executive Directors’ pension arrangements.

Following the Listing Re-classification referred to on page 78, the Committee determined that it remained appropriate for CRH, as an Irish incorporated company, to continue to have regard to the guidelines and recommendations of the Irish Association of Investment Managers (IAIM) in relation to share incentive plans. In early 2012, the IAIM approved amendments to the performance criteria in respect of the grant of options under the 2010 Scheme in 2012. Subsequently, the Chairman of the Remuneration Committee wrote to the Group’s major shareholders in relation to the changes. Further details in relation to the performance criteria for the 2010 Scheme are set out on pages 87 to 89 in the Report on Directors’ Remuneration. In addition to the guidelines of the IAIM, the Group takes cognisance of remuneration guidelines issued by institutional shareholders and the provisions of Schedule A to the 2010 Code will be followed in relation to the design of performance-related incentive schemes.

A Committee of the Chairman and the executive Directors makes recommendations to the Board in relation to the remuneration of the non-executive Directors. In accordance with the Articles of Association, shareholders set the maximum aggregate amount of the fees payable to non-executive Directors. The current limit was set by shareholders at the Annual General Meeting held in 2005.

On the recommendation of the Nomination & Corporate Governance Committee, the Committee’s terms of reference were updated in 2010 to the effect that the Group’s Chairman may be a member of the Committee provided his/her tenure on the Board does not exceed 12 years. Accordingly, Mr. McGowan ceased to be a member of the Committee in 2010. He is consulted on Remuneration matters and is invited to attend meetings of the Committee when appropriate. Mr. Hartery, who was appointed to the Board in 2004 will remain a member of the Committee when he becomes Chairman in May 2012.

Communications with Shareholders

Communications with shareholders are given high priority and we communicate with shareholders in a number of ways. There is regular dialogue with institutional shareholders and proxy voting agencies, as well as presentations and webcasts at the time of the release of the annual and interim results. Conference calls are held following the issuance of interim management statements and major announcements by the Group, which afford Directors the opportunity to hear investors’ reactions to the announcements and their views on other issues. Interim management statements are issued in May and November. Major acquisitions are notified to the Stock Exchanges in accordance with the requirements of the Listing Rules. In addition, development updates, giving details of other acquisitions completed and major capital expenditure projects, are usually issued in January and July each year.

During 2011, the Board received and considered reports on the issues raised by investors in the course of the presentations and meetings.

The Group’s website, www.crh.com, provides the full text of the Annual and Interim Reports, the Annual Report on Form 20-F, which is filed annually with the United States Securities and Exchange Commission, the CSR Report, interim management statements and copies of presentations to analysts and investors. News releases are made available in the Media section of the website immediately after release to the

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Stock Exchanges. Webcasts of key investor briefings are broadcast live and are made available as recordings in the Media section.

In addition, we respond throughout the year to numerous letters from shareholders on a wide range of issues.

The Chief Executive presented an overview of CRH strategy to shareholders at the 2011 Annual General Meeting. The presentation, which also set out management’s response to the market challenges of recent years, is available on the CRH website.

Corporate Social Responsibility

Corporate Social Responsibility (CSR) is embedded in all CRH operations and activities. Excellence in governance, environmental (including climate change), health and safety and social performance is a daily key priority of line management. Group policies and implementation systems are described in detail in the CSR Report on the Group’s website, www.crh.com. During 2011, CRH was again recognised, by several leading socially responsible investment (SRI) agencies, as being among the leaders in its sector in this area.

Code of Business Conduct

The CRH Code of Business Conduct, which was updated recently to ensure it continues to be at the forefront of best practice in this area, is applicable to all Group employees¹. The updated Code is available on the Group’s website, www.crh.com, where it will be available in 20 languages during the course of 2012. Regional hotline facilities are in place, to enable employees to report suspected breaches of the Code.

General Meetings

The Company’s Annual General Meeting (AGM), which is held in Ireland, affords individual shareholders the opportunity to question the Chairman and the Board. All Directors attended the 2011 AGM. The Notice of the AGM, which specifies the time, date, place and the business to be transacted, is sent to shareholders at least 20 working days before the meeting. At the meeting, resolutions are voted on by means of an electronic voting system. The votes of shareholders present at the meeting are added to the proxy votes received in advance and the total number of votes for, against and withheld for each resolution are announced. This information is made available on the Company’s website following the meeting.

All other general meetings are called Extraordinary General Meetings (EGMs). An EGM called for the passing of a special resolution must be called by at least 21 clear days’ notice.

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. To be passed, a special resolution requires a majority of at least 75% of the votes cast.

Shareholders have the right to attend, speak, ask questions and vote at general meetings. In accordance with Irish company law, the Company specifies record dates for general meetings, by which date shareholders must be registered in the Register of Members of the Company to be entitled to attend. Record dates are specified in the notes to the Notice of a general meeting. Shareholders may exercise their right to vote by appointing a proxy/proxies, by electronic means or in writing, to vote some or all of their shares. The requirements for the receipt of valid proxy forms are set out in the notes to the Notice convening the meeting and in the notes on the proxy form. A shareholder, or a group of shareholders, holding at least 5% of the issued share capital of the Company, has the right to requisition a general meeting. A shareholder, or a group of shareholders, holding at least 3% of the issued share capital of the

1 Including the Chief Executive and senior financial officers. The Code promotes honest and ethical conduct; full, fair, accurate, timely and understandable disclosures and compliance with applicable governmental laws, rules and regulations and complies with the applicable code of ethics regulations of the United States Securities and Exchange Commission arising from the Sarbanes-Oxley Act.

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Company, has the right to put an item on the agenda of an AGM or to table a draft resolution for inclusion in the agenda of a general meeting, subject to any contrary provision in Irish company law.

The Group’s website, www.crh.com, contains answers to questions frequently asked by shareholders (FAQs), including questions regarding shareholder rights in respect of general meetings. The FAQs can be accessed in the Investors section of the website under “Equity Investors”.

Risk Management and Internal Control

The Board has delegated responsibility for the monitoring of the effectiveness of the Group’s risk management and internal control systems to the Audit Committee¹. Such systems are designed to manage rather than eliminate the risk of failure to achieve business objectives and, in the case of internal control systems, can provide only reasonable and not absolute assurance against material misstatement or loss.

The Consolidated Financial Statements are prepared subject to oversight and control of the Finance Director, ensuring correct data is captured from Group locations and all required information for disclosure in the Consolidated Financial Statements is provided. An appropriate control framework has been put in place around the recording of appropriate eliminations and other adjustments. The Consolidated Financial Statements are reviewed by the CRH Financial Review and Disclosure Group prior to being reviewed by the Audit Committee and approved by the Board of Directors.

The Directors confirm that the Group’s ongoing process for identifying, evaluating and managing its principal risks and uncertainties (as outlined on pages 31 to 36) is in accordance with the updated Turnbull guidance (Internal Control: Revised Guidance for Directors on the Combined Code) published in October 2005. The process has been in place throughout the accounting period and up to the date of approval of the Annual Report and financial statements.

Group management has responsibility for major strategic development and financing decisions. Responsibility for operational issues is devolved, subject to limits of authority, to product group and operating company management. Management at all levels is responsible for internal control over the business functions that have been delegated. This embedding of the system of internal control throughout the Group’s operations ensures that the organisation is capable of responding quickly to evolving business risks and that significant internal control issues, should they arise, are reported promptly to appropriate levels of management.

During the year, the Board and Audit Committee received, on a regular basis, reports from management on the key risks to the business and the steps being taken to manage such risks and considered whether the significant risks faced by the Group were being identified, evaluated and appropriately managed, having regard to the balance of risk, cost and opportunity. In addition, the Audit Committee met with internal auditors on a regular basis and satisfied itself as to the adequacy of the Group’s internal control system, met with the Chairman of the Remuneration Committee to ensure that the Group’s remuneration policies and structures were in line with the Group’s “risk appetite” (which the Board has determined to be low) and reviewed the principal risks and uncertainties outlined on pages 31 to 36. The Audit Committee also met with, and received reports from, the external auditors. The Chairman of the Audit Committee reported regularly to the Board on all significant issues considered by the Committee and the minutes of its meetings were circulated to all Directors.

The Directors confirm that, in addition to the monitoring carried out by the Audit Committee under its terms of reference, they have reviewed the effectiveness of the Group’s risk management and internal control systems up to and including the date of approval of the financial statements. This had regard to all material controls, including financial, operational and compliance controls, that could affect the Group’s business.

1 In accordance with Section 91(6)(b) of the EC (Directive 2006/43) Regulations 2010.

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Going Concern

The Company’s business activities, together with the factors likely to affect its future development, performance and position are set out in the Chief Executive’s Review on pages 38 to 40. The financial position of the Company, its cash flows, liquidity position and borrowing facilities are described in the Finance Review on pages 41 to 44. In addition, notes 21 to 25 to the 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 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 financial statements.

Compliance

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 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 2010 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 2010 Code and its principles-based approach to corporate governance. As such, 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 of what are considered “material revisions”.

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.

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Management’s Report on Internal Control over Financial Reporting

In accordance with the requirements of section 404 of the Sarbanes-Oxley Act 2002, the following report is provided by management in respect of the Company’s internal control over financial reporting. As defined by the Securities and Exchange Commission, internal control over financial reporting is a process designed by, or under the supervision of, the Company’s principal executive and principal financial officers, or persons performing similar functions, and effected by the Company’s Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the Consolidated Financial Statements for external purposes in accordance with generally accepted accounting principles and 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 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 Consolidated Financial Statements.

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.

In connection with the preparation of the Company’s annual Consolidated Financial Statements, management has undertaken an assessment of the effectiveness of the Company’s internal control over financial reporting as of 31 December 2011, based on criteria established in Internal Control - Integrated Framework, issued by the Committee of Sponsoring Organisations of the Treadway Commission.

As permitted by the Securities and Exchange Commission, the Company has elected to exclude an assessment of the internal controls of acquisitions made during the year 2011. These acquisitions, which are listed in note 31 to the Consolidated Financial Statements, constituted 3.1% of total assets and 5.5% of net assets, as of 31 December 2011 and 0.9% and 1.3% of revenue and profit for the financial year, respectively, for the year then ended.

Management’s assessment included an evaluation of the design of the Company’s internal control over financial reporting and testing of the operational effectiveness of those controls. Based on this assessment, management has concluded and hereby reports that as of 31 December 2011, the Company’s internal control over financial reporting is effective.

Our auditors, Ernst & Young, a registered public accounting firm, who have audited the Consolidated Financial Statements for the year ended 31 December 2011, have audited the effectiveness of the Company’s internal controls over financial reporting. Their report, on which an unqualified opinion is expressed thereon, is included on page 99.

Changes in Internal Control over Financial Reporting

During 2011, there have not been any changes in our internal control over financial reporting identified in connection with the evaluation required by Rules 13a-15 that occurred during the period covered by this Annual Report that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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Report on Directors’ Remuneration

The Remuneration Committee

The Remuneration Committee of the Board consists of independent non-executive Directors of the Company. Under its terms of reference, which are available on the CRH website www.crh.com, the Remuneration Committee is responsible for determining the Group’s policy on executive remuneration and considering and approving salaries and other terms of the remuneration packages for the executive Directors. The Remuneration Committee also recommends and monitors the level and structure of remuneration for senior management. It receives advice from leading independent firms of compensation and benefit consultants, when necessary, and the Chairman and the Chief Executive attend meetings except when their own remuneration is being discussed. Further details regarding the members of the Remuneration Committee, including their length of service and biographies are set out on pages 68 to 70.

Remuneration Policy

CRH is an international group of companies, with activities in 36 countries. CRH’s policy on Directors’ remuneration is designed to 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.

Executive Directors must be properly rewarded and motivated to perform in the long-term interest of the shareholders. The spread of the Group’s operations requires that the remuneration packages in place in each geographical area are appropriate and competitive for that area. In setting remuneration levels, the Remuneration Committee takes into consideration the remuneration practices of other international companies of similar size and scope, trends in executive remuneration generally, in each of the regions in which the Company operates, and the EU Commission’s recommendations on remuneration in listed companies. Extensive reviews of the structure of executive remuneration were carried out in 2005 and in 2009.

The EU Commission’s recommendations were published in December 2004 in a document entitled “fostering an appropriate regime for the remuneration of the directors of listed companies” and those recommendations were supplemented by additional recommendations issued in 2009. The Remuneration Committee supports the general objectives of the EU’s recommendations and the broad issues they aim to address. This is reflected in the detailed disclosures in this Report and in the Corporate Governance Report in relation to the composition of the Remuneration Committee, the Group’s remuneration policy, the elements of executive Directors’ remuneration (including bonus structure, deferred bonus arrangements and share incentive plans), the collective and individual remuneration of Directors and pension entitlements. The Company believes that shareholders are entitled to have a “say on pay” and, accordingly, the Report on Directors’ Remuneration is presented to shareholders each year for the purposes of an advisory vote. In 2011, 96.4% of the votes on this resolution were cast in favour. A number of the EU Commission’s recommendations, some of which are the subject of ongoing consideration at government level and in investment associations, have not been implemented by the Remuneration Committee. Those areas will continue to receive the Remuneration Committee’s active consideration and their relevance and practicality in the business context in which CRH operates will be assessed on an ongoing basis.

Performance-related rewards, based on measured targets, are a key component of remuneration. CRH’s strategy of fostering entrepreneurship in its regional companies requires well-designed incentive plans that reward the creation of shareholder value through organic and acquisitive growth. The typical elements of the remuneration package for executive Directors are basic salary and benefits, a performance-related incentive plan, pension arrangements and participation in the performance share and share option plans. It is policy to grant participation in these plans to key management to encourage identification with shareholders’ interests and to create a community of interest among different regions and nationalities. The Chairman of the Remuneration Committee meets with the Audit Committee annually to review the Group’s remuneration structures and ensure they are in line with its risk policies and systems.

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The Group also operates share participation plans and savings-related share option schemes for eligible employees in all regions where the regulations permit the operation of such plans. In total there are approximately 6,750 employees of all categories who are shareholders in the Group.

Executive Directors’ Remuneration

Basic salary and benefits

The basic salaries of executive Directors are reviewed annually having regard to personal performance, company performance, step changes in responsibilities and competitive market practice in the area of operation. Employment-related benefits relate principally to relocation costs, the use of company cars and medical/life assurance. No fees are payable to executive Directors.

Performance-related incentive plan

The performance-related incentive plan is totally based on achieving clearly defined and stretch annual profit targets and strategic goals with an approximate weighting of 80% for profits and cash flow generation and 20% for personal and strategic goals. At target performance, payout is 80% of basic salary for Europe-based participants and 90% of basic salary for US-based participants. A maximum payout of 1.5 times these levels is payable for a level of performance well in excess of target.

The four components of the plan are:

(i) Individual performance

(ii) Profit before tax and earnings per share growth targets

(iii) Cash flow generation targets

(iv) Return on net assets targets

Up to one-third of the bonus in each year is payable in CRH shares and the entitlement to beneficial ownership of the shares is deferred for a period of three years (the Deferred Shares), with the individual not becoming beneficially entitled to the Deferred Shares in the event of departure from the Group in certain circumstances during that time period. Deferred Shares are awarded in respect of the portion of any bonus payout that exceeds target performance. The principal objective of the deferral element is to tie a portion of the annual award to the longer-term performance of the CRH share price. In 2011, the Remuneration Committee authorised the release of the Deferred Shares awarded to Mr. Lee in 2008.

In addition to the annual performance incentive plan, the Chief Executive, Mr. Lee, has a special long-term incentive plan (LTIP) incorporating targets set for the five-year period 2009-2013. The plan, the structure of which is the same as for LTIPs put in place for previous CRH chief executives, incorporates challenging goals in respect of Total Shareholder Return by comparison with a peer group, growth in earnings per share and the strategic development of the Group, with a total maximum earnings potential of 40% of aggregate basic salary. While accruals are made on an annual basis, there is no commitment to any payment until the end of the period. Any payments under the plan will not be pensionable. Details of the manner in which the earnings are provided for under the plan are set out in note 2 to the table of Directors’ remuneration on page 91.

Performance Share Plan/Share Option Scheme

Long-term incentive plans involving conditional awards of shares are a common part of executive remuneration packages, motivating high performance and aligning the interests of executives and shareholders. The Performance Share Plan approved by shareholders in May 2006 is tied to Total Shareholder Return (TSR). Half of the award is assessed against TSR for a group of global building materials companies and the other half against TSR for the constituents of the Eurofirst 300 Index.

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The maximum award under the Performance Share Plan is 150% of basic salary per annum in the form of conditional shares and the vesting period is three years. The awards lapse, if over the three-year period, CRH’s TSR is below the median of the peer group/index; 30% of the award vests if CRH’s performance is equal to the median while 100% vests if CRH’s performance is equal to or greater than the 75th percentile; for TSR performance between the 50th and the 75th percentiles, between 30% and 100% of the award vests on a straight-line basis.

When approved by shareholders in 2006, the Performance Share Plan incorporated an earnings per share (EPS) growth underpin of the Irish Consumer Price Index plus 5% per annum, a requirement of the Irish Association of Investment Managers (IAIM) at the time. The circular issued in 2006 in connection with the proposed adoption of the Performance Share Plan advised shareholders that the “Committee may modify the EPS performance condition if, following agreement with the Irish Association of Investment Managers, it is satisfied that there are valid reasons to do so or where such requirement has ceased to be a requirement of the Irish Association of Investment Managers”. In 2009, the IAIM advised that it did not regard this financial test as an additional hurdle but rather as a mechanism to assist the Remuneration Committee in determining whether TSR reflected performance. Following discussion with the IAIM, the rules of the PSP were amended to delete the underpin requirement, substituting in its place the condition that no award, or portion of an award, which had satisfied the TSR performance criteria would be released unless the Remuneration Committee had confirmed the validity of the TSR performance and reviewed EPS performance to assess its consistency with the objectives of the assessment.

During 2011, the Remuneration Committee determined that 46.21% of the award made under the Performance Share Plan in 2008 had vested. The Company’s TSR performance, which was verified by the Remuneration Committee’s remuneration consultants, was between the 50th and the 75th percentiles referred to above when assessed against the building materials sector, while TSR performance was below the median in relation to the Eurofirst 300 Index. Prior to making its vesting determination in each case, the Remuneration Committee satisfied itself that the TSR outcome was valid and had not been significantly affected by unusual events or extraneous factors.

The peer group against which the Performance Share Plan was measured for the 2008 award was:

Boral	Grafton Group	Kingspan Group	Titan Cement
Buzzi Unicem	Heidelberg Cement	Lafarge	Travis Perkins
Cemex	Holcim	Martin Marietta Materials	Vulcan Materials
Ciments Francais	Home Depot		Wienerberger
Cimpor	Italcementi	Saint Gobain	Wolseley

Participants in the Plan are not entitled to any dividends (or other distributions made) and have no right to vote in respect of the shares subject to the award, until such time as the shares vest. Details of awards to Directors under the Plan are provided on page 94.

2010 Share Option Scheme

At the 2010 Annual General Meeting, shareholders approved the introduction of the current share option scheme (the 2010 Scheme) by a vote of 97.5% to 2.5%. Options are granted annually, ensuring a smooth progression over the life of the scheme, at the market price of the Company’s shares at the time of grant. To ensure transparency, grants are made after the final results announcement. The Scheme currently has approximately 650 active participants, over 50% of whom are US employees.

It was indicated in the circular to shareholders in connection with the introduction of the 2010 Scheme that, for the most senior executives in the Group, the combination of awards under CRH’s share incentive plans would be biased towards the TSR-based Performance Share Plan. Awards in 2010 and 2011 were made

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on this basis and it is intended to maintain this approach. The maximum allocation to any executive under the 2010 Scheme was 150% of basic salary; the maximum allowable under the rules is 200% of salary (including bonus and benefits-in-kind).

The 2010 Scheme is based on one tier of options with a single vesting test. The performance criteria for the scheme are EPS-based. Vesting only occurs once an initial performance target has been reached and, thereafter, is dependant on performance. In considering the level of vesting based on EPS performance, the Remuneration Committee also considers the overall results of the Group. Performance targets for the initial grant of options were agreed with the IAIM, which also approved the Scheme, and were as follows:

• the option award lapses if EPS growth over the three year target period is less than 12.5% compounded over the period;

• 20% of the option grant shall be exercisable if compound EPS growth is equal to 12.5%, while 100% shall be exercisable if compound EPS growth is equal to 27.5%;

• subject to any reduction which the Remuneration Committee deems appropriate, options vest between 20% and 40% 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%, which provides for proportionately more vesting for higher levels of EPS growth.

The above criteria were also applied for the second grant of options under the scheme in 2011. In setting the criteria in March 2010, the Remuneration Committee took into account the steep fall in CRH EPS arising from the global financial crisis and also an expected rebound in economic growth in CRH’s primary markets. Events over the past two years have led to a much weaker economic recovery and in retrospect these targets have proved much too demanding. As a result, the incentive element in the Scheme has been severely eroded.

Accordingly, the Committee has reviewed the performance criteria in the light of the current economic circumstances and trading backdrop and, with the approval of the IAIM, has adjusted the targets to apply for the option grant in April 2012, as follows:

• the option lapses if EPS growth over the three year target period is less than 10% compounded over the period;

• 20% of the option grant shall be exercisable if compound EPS growth is equal to 10% while 100% shall be exercisable if compound EPS growth is equal to 20%;

• subject to any reduction which the Remuneration Committee deems appropriate, options vest between 20% and 40% on a straight line basis if compound growth is between 10% and 13%; and vest between 40% and 100% on a straight line basis if compound growth is between 13% and 20%, which provides for proportionately more vesting for higher levels of EPS growth.

The targets that applied to the 2010 and 2011 option grants remain in place.

The Chairman of the Remuneration Committee has written to major shareholders regarding the change, the rationale therefor and the consultation process with the IAIM.

The Remuneration Committee will review the targets for future grants in 2013 and subsequent years in the light of economic and industry developments.

The Remuneration Committee has discretionary powers regarding the implementation of the rules of the 2010 Scheme. These powers have not been exercised since the adoption of the Scheme. A summary of the principal features of the 2010 Scheme was included in the circular sent to all shareholders, with the Notice of the 2010 Annual General Meeting. The circular is available on the CRH website, www.crh.com. Under the rules of the 2010 Scheme, the Committee has discretion to introduce “clawback” provisions on a retrospective basis for options granted, if such provisions are required by law or any applicable code of corporate governance.

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The percentage of share capital which can be issued under CRH share schemes, and individual share participation limits, comply with institutional guidelines.

Non-executive Directors’ Remuneration

The remuneration of non-executive Directors, including that of the Chairman, is determined by the Board of Directors as a whole. In determining the remuneration, the Board receives recommendations from the Remuneration Committee in respect of the Chairman and in respect of the non-executive Directors from a committee of the Chairman and the executive Directors. 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 their Board duties. They do not participate in any of the Company’s performance-related incentive plans or share schemes.

Pensions

Ms. Carton, Mr. Lee and Mr. Manifold are participants in a contributory defined benefit plan which is based on an accrual rate of 1/60th of pensionable salary for each year of pensionable service and is designed to provide two-thirds of salary at retirement for full service. There is provision for Ms. Carton, Mr. Lee and Mr. Manifold to retire at 60 years of age.

The Finance Act 2006 established a cap on pension provision by introducing a penalty tax charge on pension assets in excess of the higher of €5 million (in the Finance Act 2011, this threshold was reduced to €2.3 million) or the value of individual accrued pension entitlements as at 7 December 2005. As a result of these legislative changes, the Remuneration Committee decided that Ms. Carton, Mr. Lee and Mr. Manifold should have the option of continuing to accrue pension benefits as previously, or of choosing an alternative arrangement - by accepting pension benefits limited by the cap - with a similar overall cost to Group. They have chosen to opt for the alternative arrangement which involves capping their pensions in line with the provisions of the Finance Act 2006 and receiving a supplementary taxable non-pensionable cash allowance in lieu of pension benefits foregone. These allowances are similar in value to the reduction in the Company’s 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 allowances for 2011 are detailed in note (iii) on page 92.

Mr. Towe participates in a defined contribution retirement plan in respect of basic salary; and in addition 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, offset by contributions made to the other retirement plan.

Since 1991, it has been the Board’s policy that non-executive Directors do not receive pensions.

Directors’ Service Contracts

No executive Director has a service contract, has a notice period in excess of 12 months, or is entitled to any benefits on termination of employment.

Directors’ Remuneration and Interests in Share Capital

Details of Directors’ remuneration charged against profit in the year are given in the table on page 91. Details of individual remuneration and pension benefits for the year ended 31 December 2011 are given on page 92. Directors’ share options are shown on pages 94 and 95; Directors’ shareholdings are shown on page 90.

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Directors and Corporate Governance

DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration

Directors’ interests in share capital

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. The Company’s Register of Directors’ Interests contains full details of Directors’ shareholdings and options to subscribe for shares.

Ordinary Shares	23 March 2012		31 December 2011		31 December 2010
Directors
E.J. Bärtschi		2,000		2,000		-	*
M. Carton		45,471		42,343		38,521
W.P. Egan		16,112		16,112		16,427
- Non-beneficial		12,000		12,000		12,000
U-H. Felcht		1,285		1,285		1,285
N. Hartery		1,302		1,302		1,285
J.M. de Jong		14,672		14,672		14,036
J.W. Kennedy		1,009		1,009		1,009
M. Lee		384,828		372,401		348,340
K. McGowan		22,744		22,744		22,001
A. Manifold		33,706		29,215		21,525
D.N. O’Connor		15,883		15,883		15,328
M.S. Towe		68,028		55,405		44,644
Secretary
N. Colgan		10,723		9,174		11,348
		629,763		595,545		547,749

* Holding as at date of appointment.

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

	23 March 2012		31 December 2011		31 December 2010
W.P. Egan		15,000		15,000		10,000
- Non-beneficial		12,000		12,000		12,000
M.S. Towe		3,397		3,397		3,397

Ms. H.A. McSharry became a Director on 22 February 2012 and her holdings at that date and at 23 March 2012 are set out below.

	23 March 2012		22 February 2012
H.A. McSharry		3,556		3,556

90    CRH

Directors and Corporate Governance

DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration

Directors’ Remuneration

		2011 €000		2010 €000		2009 €000
Notes	Executive Directors
	Basic salary		3,398		3,443		3,384
	Performance-related incentive plan
	- cash element		1,559		952		964
	- deferred shares element		-		-		-
	Retirement benefits expense		1,727		1,602		1,462
	Benefits		135		164		397
1			6,819		6,161		6,207
2	Provision for Chief Executive long-term incentive plan		460		460		460
	Total executive Directors’ remuneration		7,279		6,621		6,667
	Average number of executive Directors		4.00		4.00		4.00
	Non-executive Directors
	Fees		578		635		646
	Other remuneration		659		667		672
	Total non-executive Directors’ remuneration		1,237		1,302		1,318
	Average number of non-executive Directors		8.52		9.34		9.50
3	Payments to former Directors		47		56		59
	Total Directors’ remuneration		8,563		7,979		8,044

Notes to Directors’ remuneration

1 See analysis of 2011 remuneration by individual on page 92.

2 As set out on page 86, the Chief Executive has 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. While accruals are made on an annual basis, there is no commitment to any payment until the end of the five-year period.

3 Consulting and other fees paid to a number of former directors.

CRH    91

Directors and Corporate Governance

DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration

Individual remuneration for the year ended 31 December 2011

			Incentive Plan
	Basic salary and fees (i) €000		Cash element (ii) €000		Deferred shares (ii) €000		Retirement benefits expense (iii) €000		Other remuneration (iv) €000		Benefits (v) €000		Total 2011 €000		Total 2010 €000		Total 2009 €000
Executive Directors
M. Carton (vi)		550		255		-		232		-		13		1,050		489		-
G.A. Culpepper (vi)		-		-		-		-		-		-		-		381		1,087
M. Lee		1,150		534		-		980		-		25		2,689		2,443		2,455
A. Manifold		800		371		-		335		-		31		1,537		1,385		1,236
M.S. Towe		898		399		-		180		-		66		1,543		1,463		1,429
		3,398		1,559		-		1,727		-		135		6,819		6,161		6,207
Non-executive Directors
E. Bärtschi (vii)		11		-		-		-		4		-		15		-		-
W.P. Egan		68		-		-		-		52		-		120		120		120
U-H. Felcht		68		-		-		-		37		-		105		105		105
N. Hartery		68		-		-		-		56		-		124		121		115
J.M. de Jong		68		-		-		-		71		-		139		139		139
J. W. Kennedy		68		-		-		-		37		-		105		90		45
K. McGowan		68		-		-		-		337		-		405		405		405
T.V. Neill (viii)		-		-		-		-		-		-		-		36		105
D.N. O’Connor		68		-		-		-		22		-		90		90		90
J.M.C. O’Connor (ix)		23		-		-		-		8		-		31		90		90
W.I. O’Mahony		68		-		-		-		35		-		103		106		104
		578		-		-		-		659		-		1,237		1,302		1,318

(i) Basic salary and fees Salary levels for Irish-based executive Directors were unchanged in 2011 as were fee levels for non-executive Directors. Mark Towe received a 2011 salary increase in US Dollars which was broadly in line with trends in senior executive remuneration in the United States. The Remuneration Committee reviewed salary levels in early 2012 and determined that salary levels for Irish-based executive Directors, and fees for non-executive Directors, should remain unchanged for 2012. The Committee agreed a 2012 salary increase for Mark Towe in line with continuing trends in the United States.

(ii) Performance-related Incentive Plan Under the executive Directors’ incentive plan for 2011, a bonus is payable for meeting clearly defined and stretch targets and strategic goals. The structure of the 2011 incentive plan is set out on pages 86 and 87. The 2011 plan payout levels reflect progress on strategic goals and improved earnings per share delivery. For 2011 the bonus is payable entirely in cash.

(iii) Retirement benefits expense The Irish Finance Act 2006 effectively established a cap on pension provision by introducing a penalty tax charge on pension assets in excess of the higher of €5 million or the value of individual prospective pension entitlements as at 7 December 2005. This cap was further reduced by the Irish Finance Act 2011 to €2.3 million as at 7 December 2010. As a result of these legislative changes, the Remuneration Committee has decided that Executive Directors who are members of Irish pension schemes should have the option of continuing to accrue pension benefits as previously, or of choosing an alternative arrangement - by accepting pension benefits limited by the cap - with a similar overall cost to the Group. Myles Lee and Albert Manifold chose to opt for the alternative arrangement which involves capping their pensions in line with the provisions of the Finance Acts and receiving a supplementary taxable non-pensionable cash allowance, in lieu of prospective pension benefits foregone. Prior to 2011, Maeve Carton continued to accrue pension benefits as previously but for 2011 opted for the alternative arrangement and now receives allowances as described above. These allowances are similar in value to the reduction in the Company’s liability represented by the pension benefit 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. For 2011 the compensation allowances amount to €980,000 (2010: €980,000) for Myles Lee; €335,195 (2010: €354,081) for Albert Manifold and €231,954 for Maeve Carton.

(iv) Other Remuneration Includes remuneration for Chairman, Board Committee work and allowances for non-executive Directors based outside of Ireland. In the case of Liam O’Mahony payments for services unrelated to Board and Committee work are also included.

(v) Benefits These relate principally to relocation expenses, housing allowance, the use of company cars and medical/life assurance.

(vi) Maeve Carton became a Director on 25 May 2010 while Glenn Culpepper resigned as a Director on the same date and as an executive on 30 June 2010. Maeve Carton’s remuneration for 2010 is stated from date of appointment while Glenn Culpepper’s remuneration for that year is for the period up to his date of resignation as a Director.

(vii) Ernst Bärtschi became a Director on 26 October 2011.

(viii) Terry Neill retired on 5 May 2010.

(ix) Joyce O’Connor retired on 4 May 2011.

92    CRH

Directors and Corporate Governance

DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration

Pension entitlements - defined benefit

	Increase in accrued personal pension during 2011 (i) €000		Transfer value of increase in dependants’ pension (i) €000		Total accrued personal pension at year-end (ii) €000
Executive Directors
M. Carton		-		5		266
M. Lee		-		-		287
A. Manifold		-		28		273

(i) As noted on page 89, 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 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:

	As at 31 December 2010 €000		2011 contribution €000		2011 notional interest (iii) €000		Translation adjustment €000		As at 31 December 2011 €000
Executive Director
M.S. Towe		1,217		173		63		58		1,511

(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.

Deferred Shares (iv)

	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		-

(iv) Under the executive Directors’ incentive plan, up to one third of the bonus in each year is payable 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 in the event of departure from the Group in certain circumstances during that time period

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

(i) 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 March 2012, March 2013 and March 2014 will be allocated to the extent that the relative TSR performance conditions are achieved. The structure of the Performance Share Plan is set out on pages 86 and 87.

(ii) On 2 March 2011, the Remuneration Committee determined that 46.21% of the 2008 award vested and that portion of the award was released to participants. The balance of the 2008 award lapsed.

94    CRH

Directors and Corporate Governance

DIRECTORS AND CORPORATE GOVERNANCE - Directors’ Remuneration

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.

(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 percentile, 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% 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%.

(d) Granted under the 2000 savings-related share option scheme.

96    CRH

CONSOLIDATED FINANCIAL STATEMENTS

The following financial statements, together with the reports of the Independent Registered Public Accounting Firm thereon, are filed as part of this Annual Report:
Report of Independent Registered Public Accounting Firm	98
Consolidated Income Statement	100
Consolidated Statement of Comprehensive Income	100
Consolidated Balance Sheet	101
Consolidated Statement of Changes in Equity	102
Consolidated Statement of Cash Flows	103
Accounting Policies	104
Notes on Consolidated Financial Statements	118

CRH    97

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:

We have audited the accompanying Consolidated Balance Sheets of CRH public limited company as of 31 December 2011 and 2010, 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. These 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 are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the 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 presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the consolidated financial position of CRH public limited company at 31 December 2011 and 2010, 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, 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 internal control over financial reporting as of 31 December 2011, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organisations of the Treadway Commission and our report dated 28 March 2012 expressed an unqualified opinion thereon.

ERNST & YOUNG

Dublin, Ireland

28 March 2012

98    CRH

Consolidated Financial Statements

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:

We have audited CRH public limited company’s internal control over financial reporting as of 31 December 2011, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organisations of the Treadway Commission (the “COSO criteria”). CRH public limited company’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 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 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.

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, which are included in the 2011 Consolidated Financial Statements of CRH public limited company and constituted 3.1% and 5.5% of total and net assets, respectively, as of 31 December 2011 and 0.9% and 1.3% of revenues and profit for the financial year, respectively, for the year then ended. Our audit of internal control over financial reporting of CRH public limited company also did not include an evaluation of the internal control over financial reporting of business combinations completed during the year ended 31 December 2011.

In our opinion, CRH public limited company maintained, in all material respects, effective internal control over financial reporting as of 31 December 2011, 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 Consolidated Financial Statements of CRH public limited company and our report dated 28 March 2012 expressed an unqualified opinion thereon.

ERNST & YOUNG

Dublin, Ireland

28 March 2012

CRH    99

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Income Statement

for the financial year ended 31 December 2011

		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

100    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Balance Sheet

as at 31 December 2011

		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

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Statement of Changes in Equity

for the financial year ended 31 December 2011

			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

102    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated Statement of Cash Flows

for the financial year ended 31 December 2011

		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

CONSOLIDATED FINANCIAL STATEMENTS

Accounting Policies (including key accounting estimates and assumptions)

Statement of Compliance

The Consolidated Financial Statements of CRH plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as issued 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.

Adoption of IFRS and International Financial Reporting Interpretations Committee (IFRIC) interpretations

IFRS and IFRIC interpretations 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

• IAS 32 Financial Instruments: Presentation - Classification of Rights Issue (amendment) effective 1 February 2010

• IFRIC 14 Prepayments of a Minimum Funding Requirement (amendment) effective 1 January 2011

• IFRIC 19 Extinguishing Financial Liabilities with Equity Instruments effective 1 July 2010

• Improvements to IFRS (May 2010) - amendments applying in respect of the 2011 financial year-end

The application of the above standards and interpretations did not result in material changes in the Group’s Consolidated Financial Statements.

IFRS and IFRIC interpretations effective in respect of the CRH 2012 financial year-end

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 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 it from 1 January 2013.

• IFRS 11 Joint Arrangements, IAS 28 Investments in Associates and Joint Ventures effective 1 January 2013

IFRS 11 replaces IAS 31 Interests in Joint Ventures. The Group currently uses proportionate consolidation to account for its share 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. The Group is in the process of assessing the impact of this standard; however we do not envisage that it will have any effect 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 of interests in other entities, including joint arrangements, associates, special purpose vehicles 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 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 the other phases is ongoing and includes impairment of financial instruments and hedge accounting. The adoption of the initial phases 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.

There are no other IFRSs or IFRIC interpretations that are not yet effective that would be expected to have a material impact on 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. 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 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:

Provisions for liabilities - Note 26

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 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, are necessary for restructuring and 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 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.

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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 11 and 27

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. 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. 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 14

The Group’s accounting policy for property, plant and equipment is considered critical because the carrying value of €8,936 million at 31 December 2011 represents a significant portion (42%) 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.

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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 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 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 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. 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

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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

The financial statements of subsidiaries are included in the Consolidated Financial Statements from the date on which control over the operating and financial decisions is obtained and cease to be consolidated 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. A change in the ownership interest of a subsidiary, without a change of 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 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 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 and joint ventures in which the Group has a participating interest, and over whose operating and financial policies the Group is in a position to exercise significant influence, are accounted for as associates using the equity method and are included in the Consolidated Financial Statements from the date on which significant influence is deemed to arise until the date on which such influence ceases to exist. Under the equity method, the Consolidated Income Statement reflects the Group’s share of profit after tax of the related associates. Investments in associates 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. If necessary, impairment losses on the carrying amount of an investment are reported within the Group’s share of associates’ profit after tax in the Consolidated Income Statement. If the Group’s share of losses exceeds the

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carrying amount of an associate, 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.

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 recognises revenue in accordance with the percentage-of-completion method, with the completion percentage being computed generally by reference to the proportion that contract costs incurred at the balance sheet date bear 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.

Share-based payments - Note 8

The Group operates both Share Option Schemes and a Performance Share Plan. Its policy in relation to the granting of share options and the granting of awards under the Performance Share Plan together with the nature of the underlying market and non-market performance and other vesting conditions are addressed in the Report on Directors’ Remuneration on pages 86 to 89. The Group’s employee share options and shares awarded under the Performance Share Plan are equity-settled share-based payments as defined in IFRS 2 Share-Based Payment.

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).

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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.

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.

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

The fair value of shares awarded under the Performance Share Plan is determined using a Monte Carlo simulation technique and is expensed in the Consolidated Income Statement over the vesting period. The Performance Share Plan contains inter alia a total shareholder return-based (and hence market-based) vesting 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.

Business combinations - Note 31

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.

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To the extent that settlement of all or any part of 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 the cost of the combination contingent on future events, the amount of the adjustment is included in the cost at the acquisition date at fair value. 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. 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 identifiable assets and 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 15

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 is included in investments in associates (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 15

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 assets is calculated to write off the book value of definite-lived intangible assets over their useful lives on a straight-line basis on the assumption of zero residual value. 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.

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Other financial assets - Note 16

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 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.

Inventories and construction contracts - Note 17

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 18

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 in the Consolidated Income Statement on identification.

Cash and cash equivalents - Note 22

Where investments are categorised as cash equivalents, the related balances have a maturity of three months or less from the date of acquisition and are subject to insignificant risk of changes 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.

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Liquid investments – Note 22

Liquid investments comprise short-term deposits and current asset investments of less than one year in duration. As the maturity of these investments is greater than three months, these investments are treated as financial assets and are categorised as either “held-for-trading” or “loans and receivables”. Where relevant, the fair value of liquid investments is determined by reference to the traded value of actively traded instruments.

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).

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 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.

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

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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 – Note 23

All loans and borrowings are initially recorded at the fair value of 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 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 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).

Share capital and dividends – Notes 12 and 29

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 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 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.

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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 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.

The principal exchange rates used for the translation of results, cash flows and balance sheets into euro were as follows:

	Average						Year-end
euro 1 =	2011		2010		2009		2011		2010		2009
US Dollar		1.3922		1.3257		1.3948		1.2939		1.3362		1.4406
Pound Sterling		0.8679		0.8578		0.8909		0.8353		0.8608		0.8881
Polish Zloty		4.1212		3.9947		4.3276		4.4580		3.9750		4.1045
Ukrainian Hryvnya		11.1202		10.5478		11.2404		10.3752		10.5676		11.4738
Swiss Franc		1.2326		1.3803		1.5100		1.2156		1.2504		1.4836
Canadian Dollar		1.3763		1.3651		1.5850		1.3215		1.3322		1.5128
Argentine Peso		5.7508		5.1898		5.2111		5.5746		5.2744		5.4885
Turkish Lira		2.3388		1.9965		2.1631		2.4432		2.0694		2.1547
Indian Rupee		64.9067		60.5878		67.4271		68.7130		59.7580		66.9539
Chinese Renminbi		8.9968		8.9712		9.5277		8.1588		8.8220		9.8350

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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 the value chain, the Group is organised into six business segments comprising Europe Materials (including activities in China and India), Europe Products, Europe Distribution, Americas Materials, Americas Products and Americas Distribution. No operating segments have been aggregated to form these segments.

Materials businesses are predominantly engaged in the production and sale of a range of primary materials including cement, aggregates, readymixed concrete, asphalt/bitumen and agricultural and/or chemical lime.

Products businesses are predominantly engaged in the production and sale of architectural and structural concrete products, clay products, fabricated and tempered glass products, construction accessories and the provision of a wide range of inter-related products and services to the construction sector.

Distribution businesses encompass builders merchanting activities and Do-It-Yourself (DIY) stores engaged in the marketing and sale of supplies to the construction sector and to the general public.

The principal factors employed in the identification of the six segments reflected in this note include the Group’s organisational structure, the nature of the reporting lines to the Chief Operating Decision-Maker (as defined in IFRS 8 Operating 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 as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

118    CRH

Consolidated Financial Statements

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
(ii) Group share of associates’ profit after tax (note 10)
Europe	41	35	39	-	1	1		-	(9	)	7	41	27	47
Americas	1	1	1	-	-	-		-	-		-	1	1	1
	42	36	40	-	1	1		-	(9	)	7	42	28	48

* 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    119

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

1. Segment Information continued

B. Operating segments disclosures - Consolidated Balance Sheet data

	Continuing operations - year ended 31 December
	Materials				Products				Distribution				Total Group
	2011 €m		2010 €m		2011 €m		2010 €m		2011 €m		2010 €m		2011 €m		2010 €m
Total assets
Europe		4,582		4,403		2,415		2,735		2,297		2,233		9,294		9,371
Americas		5,915		5,495		2,337		2,279		827		658		9,079		8,432
		10,497		9,898		4,752		5,014		3,124		2,891		18,373		17,803
Reconciliation to total assets as reported in the Consolidated Balance Sheet:
Investments accounted for using the equity method														948		1,037
Other financial assets														239		149
Derivative financial instruments (current and non-current)														205		208
Income tax assets (current and deferred)														298		497
Liquid investments														29		37
Cash and cash equivalents														1,295		1,730
Total assets as reported in the Consolidated Balance Sheet														21,387		21,461
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:
Interest-bearing loans and borrowings (current and non-current)														4,982		5,361
Derivative financial instruments (current and non-current)														30		87
Income tax liabilities (current and deferred)														1,693		1,892
Total liabilities as reported in the Consolidated Balance Sheet														10,804		11,050

C. Operating segments disclosures - other items

		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

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 million (2010: €3,187 million; 2009: €3,252 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. 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 36 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 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
	Revenue by destination						Non-current assets
	2011 €m		2010 €m		2009 €m		2011 €m		2010 €m
Country of domicile - Republic of Ireland		308		365		500		530		557
Benelux (mainly the Netherlands)		2,593		2,495		2,762		1,351		1,384
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
Group totals		18,081		17,173		17,373		14,611		14,383

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

	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

CRH    121

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

2. Proportionate Consolidation of Joint Ventures continued

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 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

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:

Audit fees (i)	13	13	13
Audit-related fees (ii)	2	3	1
Tax fees	1	1	1
All other fees	-	-	-
Total	16	17	15

(i) Audit fees include Sarbanes-Oxley attestation but exclude €2 million (2010: €2 million; 2009: €2 million) paid to auditors other than the Group’s auditors.

(ii) Audit-related fees include attestation 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

CONSOLIDATED FINANCIAL STATEMENTS

5. Profit on Disposals

	Disposal of subsidiaries and joint ventures (i)								Disposal of associate investments (ii)						Disposal of other non-current assets						Total
	2011 €m			2010 €m			2009 €m		2011 €m		2010 €m		2009 €m		2011 €m		2010 €m		2009 €m		2011 €m			2010 €m			2009 €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
- cash and cash equivalents		38			-			-		-		-		-		-		-		-		38			-			-
- working capital and provisions (note 20)		35			17			-		-		-		-		-		-		-		35			17			-
- current tax		1			-			-		-		-		-		-		-		-		1			-			-
- interest-bearing loans and borrowings		(50	)		-			-		-		-		-		-		-		-		(50	)		-			-
- deferred tax (note 27)		(9	)		(11	)		-		-		-		-		-		-		-		(9	)		(11	)		-
- pension liabilities (note 28)		-			(5	)		-		-		-		-		-		-		-		-			(5	)		-
Net assets disposed		221			57			-		128		-		-		74		92		77		423			149			77
Re-classification of currency translation effects on disposal		2			-			-		-		-		-		-		-		-		2			-			-
Total		223			57			-		128		-		-		74		92		77		425			149			77
Proceeds from disposals (net of disposal costs)		250			51			-		128		-		-		102		137		103		480			188			103
Profit on step acquisition (note 31)		-			16			-		-		-		-		-		-		-		-			16			-
Profit on disposals		27			10			-		-		-		-		28		45		26		55			55			26
Net cash inflow arising on disposal
Cash proceeds		250			51			-		128		-		-		102		137		103		480			188			103
Less: cash and cash equivalents disposed		(38	)		-			-		-		-		-		-		-		-		(38	)		-			-
Total		212			51			-		128		-		-		102		137		103		442			188			103

(i) This relates principally to the disposals in 2011 of the Insulation and Climate Control businesses in Europe Products.

(ii) This relates to the disposal of our 35% associate investment in the Trialis distribution business in France.

6. Directors’ Emoluments and Interests

Directors’ emoluments (which are included in administrative expenses in note 3) and interests are given in the Report on Directors’ Remuneration on pages 85 to 96 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

Share-based payment expense is reflected in operating costs in the Consolidated Income Statement.

Share option schemes

In May 2010, shareholders approved the adoption of new share option and savings-related share option schemes, which replaced schemes approved by shareholders in May 2000. The general terms and conditions applicable to the new share option and savings-related share option schemes were set out in a circular issued to shareholders on 31 March 2010, a copy of which is available on www.crh.com. 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.

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

(a) Granted in April 2011 (2010: May; 2009: April), the level of vesting of these options will be determined by reference to certain performance targets (see pages 86 to 89). 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.

(b) The weighted average share price at the date of exercise of these options was €15.11 (2010: €18.50; 2009 €18.29).

	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. 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 was €4.03 (2010: €4.06; 2009: 2000 share option scheme: €3.05). The fair values of these options were determined using 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

The expected volatility was determined using a historical sample of 61 month-end CRH share prices. Share options are granted at market value at the date of grant. The expected lives of the options are based on historical data and are therefore not necessarily indicative of exercise patterns that may materialise.

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.

Performance Share Plan

The Group operates a Performance Share Plan which was approved by shareholders in May 2006.

The expense of €12 million (2010: €10 million; 2009: €10 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.

					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

* 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, volatilities and correlations, together with the following assumptions:

	2011		2010		2009
Risk-free interest rate (%)		2.08		1.32		1.77
Expected volatility (%)		38.6		33.5		28.1

The expected volatility was determined using a historical sample of 37 month-end CRH share prices.

128    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

9. Finance Costs and Finance Income

	2011 €m			2010 €m			2009 €m
Finance costs
Interest payable on borrowings		335			379			377
Net income on interest rate and currency swaps		(65	)		(105	)		(77	)
Mark-to-market of derivatives and related fixed rate debt:
- interest rate swaps (i)		12			7			133
- currency swaps and forward contracts		(2	)		(7	)		7
- fixed rate debt (i)		(15	)		(19	)		(135	)
Net gain on interest rate swaps not designated as hedges		(3	)		-			-
Net finance cost on gross debt including related derivatives		262			255			305
Finance income
Interest receivable on loans to joint ventures and associates		(3	)		(3	)		(3	)
Interest receivable on liquid investments and cash and cash equivalents		(30	)		(34	)		(32	)
Finance income		(33	)		(37	)		(35	)
Finance costs less income		229			218			270
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
Total		28			29			27

(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 Share of Associates’ Profit after Tax

The Group’s share of associates’ profit after tax is 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 is analysed as follows between the principal Consolidated Income Statement captions:

	2011 €m			2010 €m			2009 €m
Group share of:
Revenue		1,095			1,070			1,029
Profit before finance costs and impairments		92			79			64
Impairments		(11	)		(22	)		-
Finance costs (net)		(19	)		(9	)		(5	)
Profit before tax		62			48			59
Income tax expense		(20	)		(20	)		(11	)
Profit after tax		42			28			48

An analysis of the profit 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 associates is presented in note 16.

CRH    129

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

11. Income Tax Expense

Recognised within the Consolidated Income Statement	2011 €m			2010 €m			2009 €m
(a) Current tax
Republic of Ireland		-			5			(4	)
Overseas		194			63			40
Total current tax		194			68			36
(b) Deferred tax
Origination and reversal of temporary differences:
Defined benefit pension obligations		27			7			11
Share-based payment expense		-			4			(3	)
Derivative financial instruments		5			18			(11	)
Other items (primarily in relation to losses carried forward in 2011)		(112	)		(2	)		101
Total deferred tax		(80	)		27			98
Income tax expense reported in the Consolidated Income Statement		114			95			134
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
Income tax recognised directly within equity		58			2			21
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):
- current tax expense only		27.3%			12.7%			4.9%
- total income tax expense (current and deferred)		16.0%			17.8%			18.3%

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 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

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).

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.

12. 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 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

13. Earnings per Ordinary Share

The computation of basic and diluted earnings per Ordinary Share is set out below:

	2011 €m			2010 €m			2009 €m
Numerator computations - basic and diluted earnings per Ordinary Share
Group profit for the financial year		597			439			598
Profit attributable to non-controlling interests		(7	)		(7	)		(6	)
Profit attributable to equity holders of the Company		590			432			592
Preference dividends		-			-			-
Profit attributable to ordinary equity holders of the Company - numerator for basic/diluted earnings per Ordinary Share		590			432			592
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
Effect of dilutive potential Ordinary Shares (employee share options) (millions) (i) and (ii)		0.3			1.0			2.7
Denominator for diluted earnings per Ordinary Share		714.7			705.6			673.5
Basic earnings per Ordinary Share		82.6c			61.3c			88.3c
Diluted earnings per Ordinary Share		82.6c			61.2c			87.9c

(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.

(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 issuable Ordinary Shares (totalling 21,429,061 at 31 December 2011, 18,485,196 at 31 December 2010 and 15,851,556 at 31 December 2009) 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.

132    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

14. Property, Plant and Equipment

	Land and buildings (i) €m			Plant and machinery €m			Transport €m			Assets in course of construction €m			Total €m
At 31 December 2011
Cost/deemed cost		6,372			7,899			874			616			15,761
Accumulated depreciation (and impairment charges)		(1,587	)		(4,637	)		(601	)		-			(6,825	)
Net carrying amount		4,785			3,262			273			616			8,936
At 1 January 2011, net carrying amount		4,775			3,323			268			526			8,892
Translation adjustment		45			20			8			-			73
Reclassifications		51			47			39			(137	)		-
Additions at cost (ii)		64			252			32			228			576
Arising on acquisition (note 31)		140			185			14			-			339
Disposals at net carrying amount		(129	)		(62	)		(10	)		(1	)		(202	)
Depreciation charge for year		(153	)		(495	)		(78	)		-			(726	)
Impairment charge for year (iii)		(8	)		(8	)		-			-			(16	)
At 31 December 2011, net carrying amount		4,785			3,262			273			616			8,936
The equivalent disclosure for the prior year is as follows:
At 31 December 2010
Cost/deemed cost		6,170			7,618			828			526			15,142
Accumulated depreciation (and impairment charges)		(1,395	)		(4,295	)		(560	)		-			(6,250	)
Net carrying amount		4,775			3,323			268			526			8,892
At 1 January 2010, net carrying amount		4,465			3,355			299			416			8,535
Translation adjustment		262			183			20			24			489
Reclassifications		36			93			(2	)		(127	)		-
Additions at cost (ii)		50			193			17			206			466
Arising on acquisition (note 31)		171			109			33			8			321
Disposals at net carrying amount		(51	)		(66	)		(15	)		(1	)		(133	)
Depreciation charge for year		(151	)		(536	)		(84	)		-			(771	)
Impairment charge for year (iii)		(7	)		(8	)		-			-			(15	)
At 31 December 2010, net carrying amount		4,775			3,323			268			526			8,892
At 1 January 2010
Cost/deemed cost		5,710			7,113			803			416			14,042
Accumulated depreciation		(1,245	)		(3,758	)		(504	)		-			(5,507	)
Net carrying amount		4,465			3,355			299			416			8,535

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

(ii) Borrowing costs capitalised during the financial year amounted to €8 million (2010: €9 million; 2009: €10 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 impairment charge for 2011 of €16 million (2010: €15 million; 2009: €30 million) represents charges across a number of business units in the Group, none of which is individually material.

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

15. Intangible Assets

				Other intangible assets
	Goodwill €m			Marketing- related €m			Customer- related (i) €m			Contract- based €m			Total €m
At 31 December 2011
Cost/deemed cost		4,358			44			361			24			4,787
Accumulated amortisation (and impairment charges)		(57	)		(30	)		(200	)		(12	)		(299	)
Net carrying amount		4,301			14			161			12			4,488
At 1 January 2011, net carrying amount		4,113			17			161			14			4,305
Translation adjustment		50			-			5			-			55
Arising on acquisition (note 31)		207			1			27			1			236
Disposals		(65	)		-			-			-			(65	)
Amortisation charge for year		-			(4	)		(32	)		(2	)		(38	)
Impairment charge for year		(4	)		-			-			(1	)		(5	)
At 31 December 2011, net carrying amount		4,301			14			161			12			4,488
The equivalent disclosure for the prior year is as follows:
At 31 December 2010
Cost/deemed cost		4,223			42			327			23			4,615
Accumulated amortisation (and impairment charges)		(110	)		(25	)		(166	)		(9	)		(310	)
Net carrying amount		4,113			17			161			14			4,305
At 1 January 2010, net carrying amount		3,919			15			146			15			4,095
Translation adjustment		206			1			14			1			222
Arising on acquisition (note 31)		82			5			40			-			127
Disposals		(7	)		-			(1)			-			(8	)
Amortisation charge for year		-			(4	)		(38	)		(2	)		(44	)
Impairment charge for year		(87	)		-			-			-			(87	)
At 31 December 2010, net carrying amount		4,113			17			161			14			4,305
At 1 January 2010
Cost/deemed cost		3,976			35			274			22			4,307
Accumulated amortisation (and impairment charges)		(57	)		(20	)		(128	)		(7	)		(212	)
Net carrying amount		3,919			15			146			15			4,095

(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

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 8 Operating Segments. A total of 27 (2010: 30) cash-generating units have been identified and these are analysed between the six business segments in the Group below. The reduction in the number of CGUs in 2011 relates to a number of organisational changes in our US businesses. 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.

	Cash-generating units				Goodwill  (€m)
	2011		2010		2011		2010
Europe Materials		11		11		858		782
Europe Products		3		3		615		676
Europe Distribution		1		1		641		622
Americas Materials		8		9		1,234		1,136
Americas Products		3		5		627		610
Americas Distribution		1		1		326		287
Total cash-generating units		27		30		4,301		4,113

Impairment testing methodology and results

Goodwill is subject to impairment testing on an annual basis. The recoverable amount of each of the 27 CGUs is determined based on a value-in-use computation, which is 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. The cash flow forecasts are 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. 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% to 11.8% (2010: 7.4% to 12.4%); these rates are in line with the Group’s estimated weighted average cost of capital, arrived at using the Capital Asset Pricing Model.

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 million. The goodwill allocated to the remaining CGUs is less than 10% of the total carrying value in all other cases. The additional disclosures required for the 2 CGUs with significant goodwill are as follows:

	Oldcastle Building Products		Europe Distribution
	2011**		2011		2010
Carrying amount of goodwill allocated to the cash-generating unit at balance sheet date		€465m		€641m		€622m
Discount rate applied to the cash flow projections (real pre-tax)		11.5%		9.7%		10.1%
Average EBITDA (as defined)* margin over the initial 5-year period		10.7%		7.3%		6.6%
Value-in-use (present value of future cash flows)		€1,669m		€2,306m		€1,781m
Excess of value-in-use over carrying amount		€150m		€646m		€280m

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 is not one of the CGUs referred to in the “Sensitivity analysis” section. 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 are considered to be warranted. Sensitivity analysis for Oldcastle Building Products is presented below.

Sensitivity analysis

Sensitivity analysis has been performed in respect of 6 of the 27 CGUs. The key assumptions, methodology used and values applied to each of the key assumptions for these cash-generating units are in line with those outlined above. These 6 CGUs had aggregate goodwill of €1,243 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 6 CGUs selected for sensitivity analysis testing:

	Oldcastle Building Products		Remaining 5 CGUs
Reduction in EBITDA (as defined)* margin		0.8 percentage points		0.9 to 1.7 percentage points
Reduction in profit before tax		10.7%		6.9% to 17.6%
Reduction in net cash flow		14.7%		6.3% to 15.7%
Increase in pre-tax discount rate		1.5 percentage points		1.0 to 2.6 percentage points

The average EBITDA (as defined)* margin for the aggregate of these 6 CGUs over the initial 5-year period was 11%. The aggregate value-in-use (being the present value of the future net cash flows) was €4,229 million and the aggregate carrying amount was €3,781 million, resulting in an aggregate excess of value-in-use over carrying amount of €448 million.

* Defined as earnings before interest, taxes, depreciation, amortisation, asset impairment charges, profit on disposals and the Group’s share of associates’ profit after tax.

** Comparative information for Oldcastle Building Products is unavailable due to the 2011 organisational changes referred to above.

136    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

16. Financial Assets

	Investments accounted for using the equity method (i.e. associates)
	Share of net assets €m			Goodwill €m			Loans €m			Total €m			Other (i) €m
At 1 January 2011		732			294			11			1,037			149
Translation adjustment		20			10			-			30			4
Investments and advances		8			-			1			9			15
Disposals and repayments		(59	)		(69	)		(3	)		(131	)		(10	)
Reclassifications		(19	)		-			-			(19	)		81
Retained profit		33			(11	)		-			22			-
At 31 December 2011		715			224			9			948			239
The equivalent disclosure for the prior year is as follows:
At 1 January 2010		670			289			3			962			128
Translation adjustment		33			11			1			45			8
Arising on acquisition (note 31)		4			-			-			4			2
Investments and advances		26			16			7			49			18
Disposals and repayments		-			-			-			-			(7	)
Retained loss		(1	)		(22	)		-			(23	)		-
At 31 December 2010		732			294			11			1,037			149

The total investment in associates is analysed as follows:

	2011 €m			2010 €m
Non-current assets		1,245			1,321
Current assets		632			718
Non-current liabilities		(402	)		(458	)
Current liabilities		(527	)		(544	)
Net assets		948			1,037

A listing of the principal associates is contained in Exhibit 8 to this Annual Report.

The Group holds a 21.13% stake (2010: 21.13%) in Samse S.A., a publicly-quoted 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.

The Group completed its annual impairment assessment of its investments in associates; no impairments were recorded as a result of this review.

(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: €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 3 to the financial statements.

Write-downs of inventories recognised as an expense within cost of sales amounted to €14 million (2010: €23 million; 2009: €41 million).

None of the above carrying amounts has been pledged as security for liabilities entered into by the Group.

18. Trade and Other Receivables

	2011 €m			2010 €m
Trade receivables		1,879			1,700
Amounts receivable in respect of construction contracts (i)		417			342
Total trade receivables, gross		2,296			2,042
Provision for impairment		(153	)		(151	)
Total trade receivables, net		2,143			1,891
Other receivables (ii)		357			409
Amounts receivable from associates		2			1
Prepayments and accrued income		161			118
Total		2,663			2,419

The carrying amounts of trade and other receivables approximate their fair value largely due to the short-term maturities 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 retentions held by customers in respect of construction contracts at the balance sheet date amounting to €70 million (2010: €84 million).

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
At 1 January		151			158			161
Translation adjustment		1			7			(1	)
Provided during year		56			50			71
Written-off during year		(50	)		(56	)		(68	)
Recovered during year		(5	)		(8	)		(5	)
At 31 December		153			151			158

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
Neither past due nor impaired	1,731	1,522
Past due but not impaired:
- less than 60 days	232	193
- 60 days or greater but less than 120 days	107	100
- 120 days or greater	49	25
Past due and impaired (partial or full provision)	177	202
Total	2,296	2,042

Trade receivables and amounts receivable in respect of construction contracts are in general receivable within 90 days of the balance sheet date.

19. Trade and Other Payables

	2011 €m	2010 €m
Current
Trade payables	1,579	1,376
Construction contract-related payables (i)	120	163
Deferred and contingent acquisition consideration	28	26
Other payables	404	403
Accruals and deferred income	683	672
Amounts payable to associates	44	46
Total	2,858	2,686
Non-current
Other payables	81	70
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
Total	204	163

(i) Construction contract-related payables include billings in excess of costs incurred 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 of these instruments.

CRH    139

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

20. 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

140    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

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 or processes for managing capital during either 2011 or 2010.

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:

	2011 €m		2010 €m
Capital and reserves attributable to the Company’s equity holders		10,509		10,328
Net debt (note 25)		3,483		3,473
Capital and net debt		13,992		13,801

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 reports to the 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 39 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 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 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 before tax	2011	-/+ €8m	-/+ €4m
	2010	-/+  €6m	-/+  €3m
	2009	-/+  €8m	-/+  €4m
Impact on total equity	2011	+/- €2m	+/- €1m
	2010	-/+  €5m	-/+  €3m
	2009	-/+  €5m	-/+  €3m

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 36 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. 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 before tax and equity to selected movements in the relevant €/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 before tax is based on changing the €/US$ exchange rate used in calculating profit before tax for the period. The impact on total equity and financial instruments is calculated by changing the €/US$ exchange rate used in measuring the closing balance sheet.

Percentage change in relevant €/US$ exchange rate		+/- 5%	+/- 2.5%
Impact on profit before tax	2011	-/+ €8m	-/+ €4m
	2010	-/+  €7m	-/+  €4m
	2009	-/+  €14m	-/+  €7m
Impact on total equity*	2011	-/+ €203m	-/+ €104m
	2010	-/+  €195m	-/+  €100m
	2009	-/+  €170m	-/+  €87m
* Includes the impact on financial instruments which is as follows:	2011	+/- €105m	+/- €54m
	2010	+/-  €92m	+/-  €47m
	2009	+/-  €105m	+/-  €54m

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 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. 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 is the carrying value of the relevant financial instrument.

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% of gross trade receivables (2010: 7.4%). 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 18 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% of the total trade receivables balance at the balance sheet date (2010: 75%); amounts receivable from related parties (notes 18 and 32) 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. 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

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
At 31 December 2011
Financial liabilities - cash outflows
Trade and other payables		2,858			117			23			24			25			38			3,085
Finance leases		3			3			3			2			1			13			25
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
Cross-currency swaps - gross cash outflows		1,312			42			427			24			327			-			2,132
Gross projected cash outflows		4,968			776			1,279			1,151			834			2,727			11,735
Derivative financial instruments - cash inflows
Interest rate swaps - net cash inflows		(113	)		(69	)		(53	)		(31	)		(22	)		(30	)		(318	)
Cross-currency swaps - gross cash inflows		(1,244	)		(27	)		(455	)		(24	)		(298	)		-			(2,048	)
Other derivative financial instruments		(3	)		(1	)		(1	)		-			-			-			(5	)
Gross projected cash inflows		(1,360	)		(97	)		(509	)		(55	)		(320	)		(30	)		(2,371	)

144    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

22. Liquid Investments and Cash and Cash Equivalents

Liquid investments and 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. 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:

Cash at bank and in hand	429	658
Investments (short-term deposits)	866	1,072
Total	1,295	1,730

Cash at bank earns interest at floating rates based on daily deposit bank rates. Short-term 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

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

23. Interest-bearing Loans and Borrowings

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

* Including loans of €9 million (2010: €16 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
	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
Between one and two years		604		237		580		184
Between two and three years		957		1		941		1
Between three and four years		356		37		341		-
Between four and five years		1,357		1,500		1,345		1,500
After five years		1,189		28		1,092		1
Total		4,982		1,938		4,758		1,818
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.

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.

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 billion in respect of loans, bank advances, derivative obligations and future lease obligations (2010: €5.2 billion), €427 million in respect of letters of credit (2010: €435 million) and €9 million in respect of other obligations (2010: €8 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 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), 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 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 interest cover (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 the ratio was 7.4 times (2010: 7.3 times; 2009: 6.1 times);

(2) Minimum net worth defined as total equity plus deferred tax liabilities and capital grants less repayable capital grants being in aggregate no lower than €5 billion (such minimum being adjusted for foreign exchange translation impacts). As at 31 December 2011 minimum net worth (as defined) was €12.1 billion (2010: €12.1 billion).

CRH    147

Consolidated Financial Statements

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

CONSOLIDATED FINANCIAL STATEMENTS

24. Derivative Financial Instruments continued

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
Cash flow hedges - ineffectiveness		2			8			(6	)
Fair value of hedge instruments		12			(3	)		(108	)
Fair value of the hedged items		(17	)		6			105
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	)		-			-
Reclassification adjustments for (gains)/losses included in:
- the Consolidated Income Statement		(2	)		3			16
- property, plant and equipment		-			-			(2	)
Total		(7	)		10			15

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 31 December 2011 and 31 December 2010 there were no transfers between Level 1 and Level 2 fair value measurements, and no transfers into and out of Level 3 fair value measurements.

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 2011 is as follows:

	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.

(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. 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
31 December 2011
Insurance (i)		207		5		-		51		(47	)		-			(26	)		9		199
Environment and remediation (ii)		81		2		1		8		(4	)		-			(2	)		2		88
Rationalisation and redundancy (iii)		28		-		1		26		(40	)		(2	)		(1	)		1		13
Other (iv)		71		-		13		15		(15	)		(6	)		(8	)		3		73
Total		387		7		15		100		(106	)		(8	)		(37	)		15		373
Analysed as:
Non-current liabilities		253																			252
Current liabilities		134																			121
Total		387																			373
The equivalent disclosure for the prior year is as follows:
31 December 2010 Insurance (i)		201		12		-		37		(50	)		-			(2	)		9		207
Environment and remediation (ii)		65		7		6		6		(2	)		(1	)		(2	)		2		81
Rationalisation and redundancy (iii)		25		-		-		55		(52	)		-			(1	)		1		28
Other (iv)		69		1		1		23		(19	)		-			(7	)		3		71
Total		360		20		7		121		(123	)		(1	)		(12	)		15		387
Analysed as:
Non-current liabilities		240																			253
Current liabilities		120																			134
Total		360																			387

(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 years (2010: five 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, €26 million (2010: €55 million; 2009: €114 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 years).

(iv) This includes provisions relating to guarantees and warranties of €13 million (2010: €20 million) throughout the Group at 31 December 2011. The Group expects that these provisions will be utilised within two years of the balance sheet date (2010: three years).

All provisions are discounted at a rate of 5% (2010: 5%; 2009: 5%), consistent with the average effective interest rate for the Group’s borrowings. The impact 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).

CRH    153

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

27. Deferred Income Tax

The deductible and taxable temporary differences in respect of which deferred tax has been recognised are as follows:

	2011 €m			2010 €m
Reported in balance sheet after offset
Deferred tax liabilities		1,492			1,693
Deferred tax assets		(290	)		(385	)
Net deferred income tax liability		1,202			1,308
Deferred income tax assets (deductible temporary differences)
Deficits on Group defined benefit pension obligations (note 28)		140			108
Revaluation of derivative financial instruments to fair value		12			16
Tax loss carryforwards		131			34
Share-based payment expense		2			2
Provisions for liabilities and working capital-related items		209			184
Other deductible temporary differences		35			41
Total		529			385

Deferred income tax assets have been recognised in respect of all deductible temporary differences, with the exception of some tax loss carryfowards. The amount of tax losses whose recovery is not probable and therefore not recognised in the Consolidated Balance Sheet is €376 million (2010: €235 million), the vast majority will expire post 2016 (2010: 2015).

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
Revaluation of derivative financial instruments to fair value	14	13
Rolled-over capital gains	20	24
Total	1,731	1,693

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

Movement in net deferred income tax liability
At 1 January	1,308		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. Retirement Benefit Obligations

The Group operates either defined benefit or defined contribution pension schemes in all of its principal operating areas. Scheme assets are held in separate trustee-administered funds.

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) 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.

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.

The cumulative actuarial gains and losses attributable to the Group's defined benefit pension scheme obligations at 1 January 2004 (the date of transition to IFRS) were recognised in full as at that date and adjusted against retained income. Actuarial gains and losses and the associated movement in the net deferred tax asset are recognised via the Consolidated Statement of Comprehensive Income.

Actuarial valuations - funding requirements

The funding requirements in relation to the 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 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.

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

The financial assumptions employed in the valuation of the defined benefit liabilities arising on pension schemes, post-retirement healthcare obligations and long-term service commitments applying the projected unit credit methodology are as follows:

CRH    155

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 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 assets 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	)

Employer contributions payable in the 2012 financial year (expressed using year-end exchange rates for 2011) are estimated at €98 million. The difference between the actual employer contributions paid of €119 million in 2011 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.

CRH    161

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

29. Share Capital and Reserves

	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
Allotted, called-up and fully paid
At 1 January (€m)		230	14		227		14
Issue of scrip shares in lieu of cash dividends (iii)		3	-		3		-
At 31 December (€m)		233	14		230		14
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
Issue of scrip shares in lieu of cash dividends (iii)		9,389	9,389		8,023		8,023
At 31 December		727,897	727,897		718,508		718,508

(i) The Ordinary Shares represent 93.67% 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 share option schemes, the savings-related share option schemes, the share participation schemes and any subsequent share option schemes, may not exceed 10% of the issued 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 8 to the financial statements and on pages 86 to 89 of the Report on Directors’ Remuneration.

	Number of Shares
	2011		2010
Options exercised during the year (satisfied by the reissue of Treasury Shares)		248,806		2,680,751

Share participation schemes

As at 31 December 2011, 7,118,587 (2010: 7,079,443) Ordinary Shares had been appropriated to participation schemes. In the financial year ended 31 December 2011, the appropriation of 39,144 shares was satisfied by the reissue of Treasury Shares (2010: 300,974). 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 2 Share-based Payment and are hence not factored into the expense computation and the associated disclosures in note 8.

162    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

29. Share Capital and Reserves continued

Performance Share Plan

In accordance with the terms of the Performance Share Plan (see note 8), Ordinary Shares have been purchased by the Employee Benefit Trust on behalf of CRH plc. The number of these shares held as at the balance sheet date was as follows:

	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 Share Plan, amounted to €nil million at 31 December 2011 (2010: €0.06 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

	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

Preference Share Capital	5% Cumulative Preference Shares of €1.27 each (iv)				7% 'A' Cumulative Preference Shares of €1.27 each (v)
	Number of Shares ('000s)		€m		Number of Shares ('000s)		€m
Authorised
At 1 January 2011 and 31 December 2011		150		-		872		1
Allotted, called-up and fully paid
At 1 January 2011 and 31 December 2011		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' Cumulative Preference Shares represent 0.45% of the total issued share capital.

CRH    163

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

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:

	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.

31. Business Combinations and Acquisitions of Joint Ventures

The principal acquisitions completed during the year ended 31 December 2011 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:

Europe Materials: Belgium: VVM Group (2 August); Finland: Karvian Betoni and Kauhajoen Valmisbetoni (24 October); Portugal: Lafarge Portugal aggregates and readymixed concrete business (49%, JV, 30 June); Ukraine: 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: assets of the De Jong group (28 November).

Americas Materials: Colorado: Isgar Reserves (16 August); Michigan: 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 and sand & gravel assets of Sky Ute (15 April, also Colorado); Ohio: Sidwell reserves (18 January) and Cunningham Asphalt and Paving (30 December); Oklahoma: limestone reserves in Tulsa (24 October); Pennsylvania: Powers Stone (18 November); Texas: assets of Austin Reclaimed Materials and Shumaker Enterprises (4 February), Ironhorse Concrete (3 June) and Lindsey Contractors (4 November); Utah: Marriott reserves (4 February); Virginia: Piedmont JV (50%, 8 April) and Southside Materials JV (50%, 29 April); West Virginia: Central Supply (30 September).

Americas Products: Québec: Transpavé (3 May); Florida: Duratek Precast Structures (13 April); Indiana: Rogers Block (22 July); Massachusetts: Outdoor World (15 December).

Americas Distribution: Georgia: American Wholesale Building Supply (14 September); Hawaii: Pacific Source (13 September); Michigan: Astro Building Products (22 June); Minnesota: United Products (19 December, also Nebraska, North Dakota, South Dakota and Wisconsin); Pennsylvania: Ivan Supply (27 October); Texas: Austin Acoustical Materials (24 June).

CRH    165

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

31. 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 or 2009 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) 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 €65 million (2010: €83 million). The fair value of these receivables is €62 million (all of which is expected to be recoverable) (2010: €80 million) and is inclusive of an aggregate allowance for impairment of €3 million (2010: €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 Materials business segments, no significant intangible assets are recognised on business combinations in these segments. €82 million of the goodwill recognised in respect of acquisitions completed in 2011 is expected to be deductible for tax purposes (2010: €46 million). An 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.

(iii) The fair value of contingent consideration recognised at date of acquisition is €28 million, arrived at through discounting the expected payment (based on scenario modelling) 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. On an undiscounted basis, the corresponding future payments for which the Group may be liable range from €13 million to a maximum of €53 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 €3 million (2010: €3 million) have been included in operating costs in the Consolidated Income Statement (note 3).

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
Non-current assets		221			151			-			(2	)		370
Current assets		146			-			(1	)		(6	)		139
Non-current liabilities		(56	)		(23	)		-			3			(76	)
Current liabilities		(71	)		-			-			7			(64	)
Non-controlling interests		-			-			-			2			2
Identifiable net assets acquired		240			128			(1	)		4			371
Goodwill arising on acquisition (see ii above)		327			(128	)		1			2			202
Total consideration		567			-			-			6			573
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:
Non-current assets		87			28			-			1			116
Current assets		37			1			-			(1	)		37
Non-current liabilities		(4	)		(1	)		-			-			(5	)
Current liabilities		(16	)		1			-			-			(15	)
Non-controlling interests		-			(4	)		-			-			(4	)
Identifiable net assets acquired		104			25			-			-			129
Associate becoming a subsidiary		(7	)		-			-			-			(7	)
Goodwill arising on acquisition		91			(25	)		-			(2	)		64
Total consideration		188			-			-			(2	)		186

The following table analyses the 43 acquisitions (2010: 28 acquisitions; 2009: 14 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

The revenue and profit 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 2011
	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
Group profit for the financial year		11		589		600		462

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 10 Events after the Balance Sheet Date. Development updates, giving details of acquisitions which do not require separate disclosure on the grounds of materiality, are published in January and July each year.

CRH    169

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

32. Related Party Transactions

The principal related party relationships requiring disclosure in the Consolidated Financial Statements of the Group under IAS 24 Related 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 to 117. The Group's principal subsidiaries, joint ventures and associates are disclosed in Exhibit 8 to this Annual Report.

Sales to and purchases from joint ventures are immaterial in the context of the year-end 2011 financial statements. Loans extended by the Group to joint ventures and associates (see note 16) 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). Sales to and purchases from associates during the financial year ended 31 December 2011 amounted to €25 million (2010: €27 million; 2009: €17 million) and €488 million (2010: €479 million; 2009: €458 milion) respectively. Amounts receivable from and payable to associates (arising from the aforementioned sales and purchases transactions) as at the balance sheet date are included as separate line items in notes 18 and 19 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 transactions. The outstanding balances included in receivables and payables as at the balance sheet date in respect of transactions with 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 disclosed in note 16) 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 management 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.

Other than these compensation entitlements, there were no other transactions involving key management personnel.

170    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

33. Supplemental Guarantor Information

The following consolidating information presents Condensed Balance Sheets as at 31 December 2011 and 2010 and Condensed Group Income Statements and Group Cash Flows for the years ended 31 December 2011, 2010 and 2009 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 is 100% owned by the company. The Guarantees of the guarantor are full and unconditional.

Supplemental Condensed Consolidated Balance Sheet as at 31 December 2011

	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

CONSOLIDATED FINANCIAL STATEMENTS

33. 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

CONSOLIDATED FINANCIAL STATEMENTS

33. Supplemental Guarantor Information continued

Supplemental Condensed Consolidated Income Statement

	Year ended 31 December 2010
	CRH €m			CRHA €m			Non-Guarantor Subsidiaries € m			Eliminate  and Reclassify €m			CRH and Subsidiaries €m
Revenue		-			-			17,173			-			17,173
Cost of sales		-			-			(12,363	)		-			(12,363	)
Gross profit		-			-			4,810			-			4,810
Operating income/(costs)		15			-			(4,127	)		-			(4,112	)
Group operating profit		15			-			683			-			698
Profit on disposals		-			-			55			-			55
Profit before finance costs		15			-			738			-			753
Finance costs		-			(364	)		(394	)		378			(380	)
Finance income		-			378			133			(378	)		133
Other financial expense		-			-			-			-			-
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
Income tax expense		(95	)		(4	)		(91	)		95			(95	)
Group profit for the financial year		432			30			414			(437	)		439
Profit attributable to:		-
Equity holders of the Company		432			30			407			(437	)		432
Non-controlling interests		-			-			7			-			7
Group profit for the financial year		432			30			414			(437	)		439

174    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

33. Supplemental Guarantor Information continued

Supplemental Condensed Consolidated Income Statement

	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

CONSOLIDATED FINANCIAL STATEMENTS

33. Supplemental Guarantor Information continued

Supplemental Condensed Consolidated Statement of Cash Flow

	Year ended 31 December 2011
	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
Finance costs (net)		-			(11	)		268			-			257
Group share of subsidiaries' profit before tax		(609	)		(4	)		-			613			-
Group share of associates' profit after tax		(42	)		-			(42	)		42			(42	)
Profit on disposals		(14	)		-			(41	)		-			(55	)
Group operating profit		39			-			832			-			871
Depreciation charge (including impairments)		-			-			742			-			742
Amortisation of intangible assets (including impairments)		-			-			43			-			43
Share-based payment expense		-			-			21			-			21
Other movements		-			-			(109	)		-			(109	)
Net movement on working capital and provisions		-			3			(214	)		-			(211	)
Cash generated from operations		39			3			1,315			-			1,357
Interest paid (including finance leases)		-			(294	)		(250	)		305			(239	)
Decrease in liquid investments		-			-			4			-			4
Corporation tax paid		-			(5	)		(91	)		-			(96	)
Net cash inflow/(outflow) from operating activities		39			(296	)		978			305			1,026
Cash flows from investing activities
Proceeds from disposals (net of cash disposed)		17			-			425			-			442
Interest received		-			305			32			(305	)		32
Dividends received from associates		-			-			20			-			20
Purchase of property, plant and equipment		-			-			(576	)		-			(576	)
Advances from/(to) subsidiary and parent undertakings		253			24			(277	)		-			-
Acquisition of subsidiaries and joint ventures (net of cash acquired)		-			-			(507	)		-			(507	)
Other investments and advances		-			-			(24	)		-			(24	)
Deferred and contingent acquisition consideration paid		-			-			(21	)		-			(21	)
Net cash inflow/(outflow) from investing activities		270			329			(928	)		(305	)		(634	)
Cash flows from financing activities
Proceeds from exercise of share options		6			-			-			-			6
Acquisition of non-controlling interests		-			-			(11	)		-			(11	)
Increase in interest-bearing loans, borrowings and finance leases		-			-			101			-			101
Net cash flow arising from derivative financial instruments		-			27			(90	)		-			(63	)
Repayment of interest-bearing loans, borrowings and finance leases		(1	)		(446	)		(105	)		-			(552	)
Dividends paid to equity holders of the Company		(310	)		-			-			-			(310	)
Dividends paid to non-controlling interests		-			-			(9	)		-			(9	)
Net cash outflow from financing activities		(305	)		(419	)		(114	)		-			(838	)
Increase/(decrease) in cash and cash equivalents		4			(386	)		(64	)		-			(446	)
Reconciliation of opening to closing cash and cash equivalents
Cash and cash equivalents at 1 January		163			1,334			233			-			1,730
Translation adjustment		-			14			(3	)		-			11
Increase/(decrease) in cash and cash equivalents		4			(386	)		(64	)		-			(446	)
Cash and cash equivalents at 31 December		167			962			166			-			1,295

176    CRH

Consolidated Financial Statements

CONSOLIDATED FINANCIAL STATEMENTS

33. 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

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

SHAREHOLDER INFORMATION

Stock Exchange Listings	180
Share Ownership	181
Dividends	182
Share Plans	183
American Depositary Shares	186
Taxation	188
Memorandum and Articles of Association	190
Financial Calendar	194
Electronic Communications	194
Principal Accountant Fees and Services	195
Documents on Display	195

Shareholder Information

SHAREHOLDER INFORMATION

Stock Exchange Listings

CRH has a premium listing on the London Stock Exchange. CRH’s 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.

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 through 23 March 2012 and in Sterling on the London Stock Exchange from 6 December 2011 as the London Stock Exchange became CRH’s sole premium listing on that date. The table also sets forth, for the same periods, the high and low closing sale prices for the ADSs on the NYSE.

	Sterling per Ordinary Share*						Euro per Ordinary Share*						US Dollars per ADS*
	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
2011		£12.80	(i)		£11.09	(i)		€17.00	(ii)		€10.50	(ii)	$	24.95	$	14.38
2010
First Quarter								€19.52			€16.42		$	28.48	$	22.65
Second Quarter								€22.00			€16.73		$	29.44	$	20.79
Third Quarter								€17.18			€11.51		$	22.16	$	14.76
Fourth Quarter								€15.94			€11.64		$	21.03	$	16.26
2011
First Quarter								€17.00			€14.30		$	23.60	$	18.58
Second Quarter								€16.75			€14.05		$	24.95	$	20.22
Third Quarter								€15.48			€10.50		$	22.56	$	14.38
Fourth Quarter		£12.80	(i)		£11.09	(i)		€15.36	(ii)		€11.32	(ii)	$	20.22	$	15.21
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

* 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, 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 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.

For further information on CRH shares see note 29 to the Consolidated Financial Statements.

180    CRH

Shareholder Information

SHAREHOLDER INFORMATION

Ownership of Ordinary Shares

Shareholdings as at 31 December 2011

Geographic Location*	Number of shares held ’000s		% of total
Europe/Other		146,313		20.10
Ireland		41,855		5.75
North America		312,722		42.96
Retail		74,586		10.25
United Kingdom		143,502		19.71
Treasury		8,919		1.23
		727,897		100

* 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
1 - 1,000		16,106		58.93		5,759		0.79
1,001 - 10,000		9,566		35.00		27,888		3.83
10,001 - 100,000		1,254		4.59		33,105		4.55
100,001 - 1,000,000		319		1.17		107,144		14.72
Over 1,000,000		85		0.31		554,001		76.11
		27,330		100		727,897		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 voting rights. As at 31 December 2011, 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	%

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

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

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.

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 9 May 2012, will be paid on 14 May 2012 and will bring the full year dividend for 2011 to 62.50 cent, with dividend cover of 1.3 times. The proposed final dividend has been translated using the FRB Noon Buying Rate on 23 March 2012.

	Euro cent per ordinary sharea							Translated into US cents per ADSa
Years ended 31 December	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
2011		18.50		44.00	b		62.50		25.43		58.36		83.79

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. 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 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 Ireland for tax purposes are not entitled to an exemption.

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SHAREHOLDER INFORMATION

Shareholders who wish to have their dividend paid direct to a bank account, by electronic funds transfer, should contact Capita Registrars to obtain a mandate form. 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 address, according to the Share Register, is in the United Kingdom and the United States respectively, unless they require otherwise.

As the above arrangements can be inflexible for institutional shareholders, 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 and savings-related share option schemes for eligible employees in all regions where the regulations permit the operation of such plans. A brief description of these plans is outlined below.

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 and second tier options granted under the 2000 Share Option Schemes in the 10 years following the Adoption Date are contained in the Report on Directors’ Remuneration on page 96.

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 2010 Share Option Schemes (the “2010 Scheme”) are based on one tier of options with a single vesting test. The performance criteria for the 2010 Scheme 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 on pages 87 to 89 in relation to the performance criteria for the 2010 Scheme.

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Principal features

The Remuneration Committee oversees the operation of the 2010 Scheme. No option can be granted under the 2010 Scheme more than ten years after shareholders approve the scheme and no option can be exercised more than ten years after 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).

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 ten years preceding any given day, the aggregate number of shares in the Company committed for issue 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.

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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 23 March 2012, 1,678,731 Ordinary Shares have been issued* pursuant to the 2000 Savings-Related Share Option Schemes.

2010 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 to grant options in 2011 under CRH Group Schemes established in the Republic of Ireland and the United Kingdom to nominated eligible subsidiary companies of the Group.

Principal features

Shares issued* under the 2010 Savings-related 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.

All employees of a participating subsidiary, who have satisfied a required qualifying period, will be invited to participate.

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, as appropriate, per month.

At the commencement of each contract period employees will be 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. scheme 80%) of the middle-market quotation on the Stock Exchange at the time the option is granted.

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.

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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.

No Ordinary Shares have been issued* pursuant to the 2010 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 23 March 2012, 7,166,400 Ordinary Shares have been issued* pursuant to the Share Participation Schemes.

Performance Share Plan

See the Report on Directors’ Remuneration pages 86 and 87.

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.

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

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* 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 the Depositary reimbursed to the Company, or paid amounts on its behalf to third parties, a total sum of $85,940.

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:

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 for $38,000 of the 2011 NYSE listing fees was received from the Depositary on 17 March 2011.

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:

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 During 2011, $47,940 was paid by the Depositary to Broadridge, relating to services provided in 2011. The Broadridge fees are SEC approved.

The Depositary has also agreed to waive fees for standard costs associated with the administration of the ADS program 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 by the Company before November 2012, the Company is required to repay the Depositary, up to a maximum of $100,000, the amounts waived, reimbursed and/or expenses paid by the Depositary to or on behalf of the Company.

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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. 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 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 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, 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:

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.

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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 to a maximum tax rate of 15% 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 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 return of capital to the extent of the US holder’s basis in the Ordinary Shares or ADSs and thereafter as capital gain.

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.

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.

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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 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 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.

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 of 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

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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;

• 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 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

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.

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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 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 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 in a winding-up to repayment of capital, both subject 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.

Use of 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 Changes

At the Annual General Meeting to be held on 9 May 2012, the approval of shareholders will be sought for proposed changes to the Articles of Association, as follows:

Resolution 9 to be proposed at the Annual General Meeting is a special resolution and seeks shareholders’ approval for certain changes to the Articles of Association following 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:

(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 10 to be proposed at the Annual General Meeting is a special resolution and seeks shareholders’ approval 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. The amendment, 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.

CRH    193

Shareholder Information

SHAREHOLDER INFORMATION

Financial calendar

Announcement of final results for 2011	28 February 2012
Ex-dividend date	7 March 2012
Record date for dividend	9 March 2012
Latest date for receipt of scrip forms	26 April 2012
Interim Management Statement	9 May 2012
Annual General Meeting	9 May 2012
Dividend payment date and first day of dealing in scrip dividend shares	14 May 2012
Announcement of interim results for 2012	14 August 2012
Interim Management Statement	13 November 2012

Electronic 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 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 Registrars.

Electronic proxy voting

Shareholders may lodge a proxy form for the 2012 Annual General Meeting electronically. Shareholders who wish to submit proxies via the internet may do so by accessing Capita 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:

Capita Registrars

P.O. Box 7117,

Dublin 2,

Ireland.

Telephone: +353 (0) 1 810 2400

Fax: +353 (0) 1 810 2422

Shareholders with access to the internet may check their accounts by accessing Capita Registrars’ website, www.capitaregistrars.ie and selecting the Shareholder Portal. This facility allows shareholders to check their shareholdings and dividend payments, register e-mail addresses, submit proxies electronically and download standard forms required to initiate changes in details held by Capita 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 payments, electronic communications and shareholder rights. The FAQs 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 4 to the Consolidated Financial Statements. For details on the audit and non-audit services pre-approval policy see “Corporate Governance – Audit Committee” on page 78.

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.

CRH    195

Exhibits

The following documents are filed as part of this Annual Report:

1.	Memorandum and Articles of Association*.
2.1	Amended and Restated Deposit Agreement dated 28 November 2006, between CRH plc and The Bank of New York Mellon**.
7.	Computation of Ratios of Earnings to Fixed Charges.
8.	Listing of principal subsidiary, joint venture and associated undertakings.
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***.
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 that was filed by the Company on 31 March 2011.

** 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

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: 28 March 2012

CRH    197

EX-7

Exhibit 7

RATIO OF EARNINGS TO FIXED CHARGES

CRH GAAP		2011			2010			2009			2008			2007
		IFRS			IFRS			IFRS			IFRS			IFRS
Earnings:
Pre-tax income pre-Minority Interests	euro’m		711			534			732			1,628			1,904
Add back Share of JV Interest	euro’m		6			7			7			13			14
Deduct Share of Equity Investee PBIT - JVs	euro’m		(60	)		(68	)		(94	)		(137	)		(113	)
Deduct Share of Equity Investee PAT - Associates	euro’m		(42	)		(28	)		(48	)		(61	)		(64	)
Deduct Share of Equity Investee Loss on Asset Sale	euro’m		(2	)		(1	)		(1	)		(1	)		0
Add back Fixed Charges	euro’m		471			499			493			529			456
Distributed Income of Equity Investees	euro’m		53			96			89			88			61
Deduct Interest Capitalised	euro’m		(8	)		(9	)		(10	)		(13	)		(3	)
	euro’m		1,129			1,030			1,168			2,046			2,255
Fixed charges:
Interest expensed	euro’m		335			379			377			411			358
Interest capitalised	euro’m		8			9			10			13			3
Estimated Interest element rental expense	euro’m		128			111			106			105			95
Preference dividends of consolidated Subsidiaries	euro’m		0			0			0			0			0
	euro’m		471			499			493			529			456
Ratio of earnings to fixed charges	CRH GAAP		2.4			2.1			2.4			3.9			4.9

EX-8

Exhibit 8

Principal Subsidiary Undertakings as at 31 December 2011

Incorporated and operating in		% held		Products and services
Europe Materials
Belgium	VVM N.V.		100	Cement transport and trading, readymixed concrete, clinker grinding
Britain & Northern Ireland	Northstone (NI) Limited (including Farrans, Ready Use Concrete, R.J. Maxwell & Son, Scott (Toomebridge) Limited)		100	Aggregates, readymixed concrete, mortar, coated macadam, rooftiles, building and civil engineering contracting
	Premier Cement Limited		100	Marketing and distribution of cement
	T.B.F. Thompson (Properties) Limited		100	Property development
China	Harbin Sanling Cement Company Limited*		100	Cement
Finland	Finnsementti Oy		100	Cement
	Rudus Oy		100	Aggregates and readymixed concrete
Ireland	Irish Cement Limited		100	Cement
	Clogrennane Lime Limited		100	Burnt and hydrated lime
	Roadstone Wood Limited		100	Aggregates, readymixed concrete, mortar, coated macadam, concrete blocks and pipes, asphalt, agricultural and chemical limestone and contract surfacing
Netherlands	Cementbouw B.V.		100	Cement transport and trading, readymixed concrete and aggregates
Poland	Bosta Beton Sp. z o.o.		90.30	Readymixed concrete
	Drogomex Sp. z o.o.*		99.94	Asphalt and contract surfacing
	Grupa Ożarów S.A.		100	Cement
	Grupa Prefabet S.A.*		100	Concrete products
	Masfalt Sp. z o.o.*		100	Asphalt and contract surfacing
	O.K.S.M. Sp. z o.o.		99.94	Aggregates
	Polbruk S.A.		100	Readymixed concrete and concrete paving
	ZPW Trzuskawica S.A.		100	Production of lime and lime products
Spain	Beton Catalan S.A.		100	Readymixed concrete
	Cabi S.A.		99.99	Cementitious materials
	Cantera de Aridos Puig Broca S.A.		99.81	Aggregates
	Explotacion de Aridos Calizos S.A.		100	Aggregates
	Formigo i Bigues S.A.		99.81	Aggregates
	Formigons Girona S.A.		100	Readymixed concrete and precast concrete products
	Suberolita S.A.		100	Readymixed concrete and precast concrete products
	Tamuz S.A.		100	Aggregates
Switzerland	JURA-Holding AG		100	Cement, aggregates and readymixed concrete
Ukraine	OJSC Podilsky Cement		98.89	Cement

Incorporated and operating in		% held		Products and services
Europe Products & Distribution
Austria	Quester Baustoffhandel GmbH		100	Builders merchants
Belgium	Products
	Douterloigne N.V.		100	Concrete floor elements, pavers and blocks
	Ergon N.V.		100	Precast concrete structural elements
	Marlux Klaps N.V.		100	Concrete paving, sewerage and water treatment
	Oeterbeton N.V.		100	Precast concrete
	Prefaco N.V.		100	Precast concrete structural elements
	Remacle S.A.		100	Precast concrete products
	Schelfhout N.V.		100	Precast concrete wall elements
	J. De Saegher Steenhandel N.V.		100	Clay brick distributor
	Plakabeton N.V.		100	Construction accessories
	Distribution
	Van Neerbos België N.V.		100	DIY stores
	Sax Sanitar N.V.		75	Sanitary ware, heating and plumbing
	Schrauwen Sanitair en Verwarming BVBA		100	Sanitary ware, heating and plumbing
Britain & Northern	Products
Ireland	Forticrete Limited		100	Concrete masonry products and rooftiles
	Supreme Concrete Limited		100	Concrete fencing, lintels and floorbeams
	Ibstock Brick Limited		100	Clay brick manufacturer
	Kevington Building Products Limited		100	Specialist brick fabricator
	Manchester Brick and Precast Limited		100	Brick-clad precast components
	Trinity Bricks Limited		100	Clay brick distributor
	Ancon Limited		100	Construction accessories
	Broughton Controls Limited		100	Access control systems
	CRH Fencing Limited		100	Security fencing
	FCA Wholesalers Limited		100	Construction accessories
	Geoquip Limited		100	Perimeter intrusion detection systems
	TangoRail Limited		100	Non-welded railing systems
	West Midland Fencing Limited		100	Security fencing
Denmark	Products
	Betongruppen RBR A/S		100	Paving manufacturer
	CRH Concrete A/S		100	Structural products
France	Products
	Béton Moulé Industriel S.A.		99.95	Precast concrete products
	Stradal		100	Landscape, utility and infrastructural concrete products
	Ste. Heda S.A.		100	Security fencing
	Heras Clôture S.A.R.L.		100	Temporary fencing
	Plakabeton France S.A.		100	Construction accessories
	Distribution
	CRH Ile de France Distribution S.A.S.		100	Builders merchants

Principal Subsidiary Undertakings continued

Incorporated and operating in		% held		Products and services
Europe Products & Distribution continued
Germany	Products
	EHL AG		100	Concrete paving and landscape walling products
	CRH Clay Solutions GmbH		100	Clay brick, pavers and rooftiles
	Heras-Adronit GmbH		100	Security fencing and access control
	Hammerl GmbH & Co. KG		100	Construction accessories
	Halfen GmbH		100	Metal construction accessories
	Heras SKS GmbH		100	Security fencing
	Magnetic Autocontrol GmbH		100	Vehicle and pedestrian access control systems
	Reuss-Seifert GmbH		100	Construction accessories
	Distribution
	Paulsen & Bräuninger GmbH		100	Sanitary ware, heating and plumbing
	Bauking AG		98.25	Builders merchants, DIY stores
Hungary	Products
	Ferrobeton Beton-és Vasbetonelem gyártó Zrt		100	Precast concrete structural elements
Ireland	Products
	Concrete Stair Systems Limited		100	Precast concrete products
	Plaka Ireland Limited		100	Metal and plastic construction accessories
Italy	Products
	Halfen S.R.L., Societa Unipersonale		100	Metal construction accessories
	Plaka Group S.R.L.		100	Construction accessories
Netherlands	Products
	CRH Structural Concrete B.V.		100	Precast concrete structural elements
	Calduran Kalkzandsteen B.V.		100	Sand-lime bricks and building elements
	Dycore B.V.		100	Concrete flooring elements
	Jonker Beton B.V.		100	Concrete paving products
	Struyk Verwo Groep B.V.		100	Concrete paving products
	Kleiwarenfabriek Buggenum B.V.		100	Clay brick manufacturer
	CRH Kleiwaren Beheer B.V.		100	Clay brick manufacturer
	Kooy Baksteencentrum B.V.		100	Clay brick distributor
	Aluminium Verkoop Zuid B.V.		100	Roller shutter and awning systems
	Hylas B.V.		100	Roller shutter and awning systems
	Heras B.V.		100	Security fencing and perimeter protection
	Mavotrans B.V.		100	Construction accessories
	Unipol Holland B.V.		100	EPS granulates
	Distribution
	CRH Bouwmaterialenhandel B.V.		100	Builders merchants
	Royal Roofing Materials B.V.		100	Roofing materials merchant
	N.V.B. Ubbens Bouwstoffen B.V.		100	Builders merchants
	Stoel van Klaveren Bouwstoffen B.V.		100	Builders merchants
	Van Neerbos Bouwmarkten B.V.		100	DIY stores
	CRH Bouwmaten B.V.		100	Cash & Carry building materials
	Van Neerbos Bouwmaterialen B.V.		100	Builders merchants

Incorporated and operating in		% held		Products and services
Europe Products & Distribution continued
Norway	Building Products
	Halfen AS		100	Construction accessories
Poland	Products
	Ergon Poland Sp. z o.o.		100	Structural products
	Faelbud Prefabrykaty Sp. z o.o.*		100	Readymixed concrete, concrete products and concrete paving
	CRH Klinkier Sp. z o.o.		100	Clay brick manufacturer
	Cerabud Agra Sp. z o.o.		99.19	Clay blocks, bricks and rooftiles
Romania	Products
	Elpreco SA		100	Architectural products
	CRH Structural Concrete SRL		100	Structural products
Slovakia	Products
	Premac spol. s.r.o.		100	Concrete paving and floor elements
	Ferrobeton Slovakia, s.r.o.		100	Precast concrete structural elements
Spain	Products
	Plakabeton S.L.U.		100	Accessories for construction and precast concrete
Sweden	Products
	TUVAN-stängsel AB		100	Security fencing
Switzerland	Products
	Element AG		100	Prefabricated structural concrete elements
	F.J. Aschwanden AG		100	Construction accessories
	Distribution
	BR Bauhandel AG (trading as BauBedarf and Richner)		100	Builders merchants, sanitary ware and ceramic tiles
	CRH Gétaz Holding AG (trading as Gétaz Romang and Miauton)		100	Builders merchants
	Regusci S.A. (trading as Regusci and Reco)		100	Builders merchants

Principal Subsidiary Undertakings continued

Incorporated and operating in		% held		Products and services
Americas Materials
United States	Oldcastle Materials, Inc.		100	Holding company
	APAC Holdings, Inc. and Subsidiaries		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Callanan Industries, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	CPM Development Corporation		100	Aggregates, asphalt, readymixed concrete, prestressed concrete and related construction activities
	Dolomite Products Company, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Eugene Sand Construction, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Evans Construction Company		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Hills Materials Company		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Michigan Paving and Materials Company		100	Aggregates, asphalt and related construction activities
	Mountain Enterprises, Inc.		100	Aggregates, asphalt and related construction activities
	OMG Midwest, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Oldcastle Southern Group, Inc.		100	Aggregates, asphalt, readymixed concrete, aggregates distribution and related construction activities
	Oldcastle SW Group, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Pennsy Supply, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Pike Industries, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	P.J. Keating Company		100	Aggregates, asphalt and related construction activities
	Staker & Parson Companies		100	Aggregates, asphalt, readymixed concrete and related construction activities
	The Shelly Company		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Tilcon Connecticut, Inc.		100	Aggregates, asphalt, readymixed concrete and related construction activities
	Tilcon New York, Inc.		100	Aggregates, asphalt and related construction activities
	West Virginia Paving, Inc.		100	Aggregates, asphalt and related construction activities

Incorporated and operating in		% held		Products and services
Americas Products & Distribution
Argentina	CRH Sudamericana S.A.		100	Holding company
	Canteras Cerro Negro S.A.		99.98	Clay rooftiles, wall tiles and floor tiles
	Cormela S.A.		100	Clay blocks
	Superglass S.A.		100	Fabricated and tempered glass products
Canada	Building Products Group
	Oldcastle Building Products Canada, Inc. (trading as Décor Precast, Groupe Permacon, and Synertech Moulded Products)		100	Masonry, paving and retaining walls, utility boxes and trenches
	Transpavé, Inc.		100	Hardscape and patio products
	BuildingEnvelope™ Group
	Oldcastle BuildingEnvelope™ Canada, Inc.		100	Custom fabricated and tempered glass products and curtain wall
Chile	Vidrios Dell Orto, S.A.		99.90	Fabricated and tempered glass products
	Comercial Duomo Limitada		81	Wholesaler and retailer of specialised building products
United States	Oldcastle, Inc.		100	Holding company
	Americas Products & Distribution, Inc.		100	Holding company
	CRH America, Inc.		100	Holding company
	Building Products Group
	Oldcastle Building Products, Inc.		100	Holding company
	Big River Industries, Inc.		100	Lightweight aggregates
	Bonsal American, Inc.		100	Premixed cement and asphalt products
	Oldcastle Surfaces, Inc.		100	Custom fabrication and installation of countertops
	Glen-Gery Corporation		100	Clay bricks
	Merchants Metals		100	Fabrication and distribution of fencing products
	Meadow Burke, LLC		100	Concrete accessories
	Oldcastle Architectural, Inc.		100	Holding company
	Oldcastle APG Northeast, Inc. (trading principally as Anchor Concrete Products and Trenwyth Industries)		100	Specialty masonry, hardscape and patio products
	Oldcastle APG South, Inc. (trading principally as Adams Products, Georgia Masonry Supply and Northfield Block Company)		100	Specialty masonry, hardscape and patio products
	Oldcastle APG West, Inc. (trading principally as Amcor Masonry Products, Central Pre-Mix Concrete Products, Texas Masonry Products, Miller Rhino Materials, Sierra Building Products and Superlite Block)		100	Specialty masonry and stone products, hardscape and patio products
	Oldcastle Lawn & Garden, Inc.		100	Patio products, bagged stone, mulch and stone
	Oldcastle Precast, Inc.		100	Precast concrete products, concrete pipe, prestressed plank and structural elements
	Distribution Group
	Oldcastle Distribution, Inc.		100	Holding company
	Allied Building Products Corp.		100	Distribution of roofing, siding and related products, wallboard, metal studs, acoustical tile and grid
	A.L.L. Roofing & Building Materials Corp.		100	Distribution of roofing and related products
	AMS Holdings, Inc.		100	Distribution of drywall, acoustical ceiling systems, metal studs and commercial door solutions
	Mahalo Acquisition Corp. (trading as G. W. Killebrew)		100	Holding company
	BuildingEnvelope™ Group
	Oldcastle BuildingEnvelope™, Inc.		100	Custom fabricated architectural glass

Principal Joint Venture Undertakings as at 31 December 2011

Incorporated and operating in		% held		Products and services
Europe Materials
India	My Home Industries Limited		50	Cement
Ireland	Kemek Limited *		50	Commercial explosives
Portugal	Secil-Companhia Geral de Cal e Cimento, S.A.*		48.99	Cement, aggregates, concrete products, mortar and readymixed concrete
Turkey	Denizli Çimento Sanayii T.A.Ş.		50	Cement and readymixed concrete
Europe Products & Distribution
France	Distribution
	Doras S.A. *		57.85	Builders merchants
Ireland	Products
	Williaam Cox Ireland Limited		50	Glass construction, continuous rooflights and ventilation systems
Netherlands	Distribution
	Bouwmaterialenhandel de Schelde B.V.		50	DIY stores
Portugal	Distribution
	Modelo Distribuição de Materials de		50	Cash & Carry building materials
	Construção S.A. *
Americas Materials
United States	American Cement Company, LLC *		50	Cement
	Boxley Aggregates of West Virginia, LLC *		50	Aggregates
	Cadillac Asphalt, LLC *		50	Asphalt
	Southside Materials, LLC*		50	Aggregates
	Piedmont Asphalt, LLC*		50	Asphalt

Principal Associated Undertakings as at 31 December 2011

Incorporated and operating in		% held		Products and services
Europe Materials
China	Jilin Yatai Group Building Materials Investment Company Limited *		26	Cement
Israel	Mashav Initiating and Development Limited		25	Cement
Spain	Corporación Uniland S.A.*		26.30	Cement, aggregates, readymixed concrete and mortar
Europe Products & Distribution
France	Distribution
	Samse S.A.*		21.13	Builders merchants and DIY stores
Netherlands	Distribution
	Intergamma B.V.		48.57	DIY franchisor
Americas Materials
United States	Buckeye Ready Mix, LLC *		45	Readymixed concrete

* Audited by firms other than Ernst & Young

Pursuant to Section 16 of the Companies Act, 1986, a full list of subsidiaries, joint ventures and associated undertakings will be annexed to the Company’s Annual Return to be filed in the Companies Registration Office in Ireland.

EX-12

Exhibit 12

CERTIFICATIONS

I, M. Lee, certify that:

(1) I have reviewed this annual report on Form 20-F of CRH plc;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

(4) The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

(5) The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

Date:	28 March 2012
Signature:	/s/ M. Lee
	M. Lee
Title:	Director and Chief Executive

CERTIFICATIONS

I, M. Carton, certify that:

(1) I have reviewed this annual report on Form 20-F of CRH plc;

(2) Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

(3) Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the company as of, and for, the periods presented in this report;

(4) The company’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the company and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the company, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the company’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the company’s internal control over financial reporting that occurred during the period covered by the annual report that has materially affected, or is reasonably likely to materially affect, the company’s internal control over financial reporting; and

(5) The company’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the company’s auditors and the audit committee of the company’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the company’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the company’s internal control over financial reporting.

Date:	28 March 2012
Signature:	/s/ M. Carton
	M. Carton
Title:	Finance Director

EX-13

Exhibit 13

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual report of CRH plc (the “Company”) on Form 20-F for the year ended December 31, 2011 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, M. Lee, the Director and Chief Executive of the Company, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Signature:	/s/ M. Lee
	M. Lee
	Director and Chief Executive
	28 March 2012

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual report of CRH plc (the “Company”) on Form 20-F for the year ended December 31, 2011 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, M. Carton, the Finance Director of the Company, certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Signature:	/s/ M. Carton
	M. Carton
	Finance Director
	28 March 2012

EX-15

Exhibit 15

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the Registration Statements on Form S-8 pertaining to the:

1. Oldcastle Precast, Inc. Profit Sharing Retirement Plan 401(K) and Profit Sharing Plan for Employees of Oldcastle Materials Group - Albany (Registration No. 333-6040)

2. Allied Building Products Corp. Savings and Investment Plan (Registration No. 333-10430)

3. Betco Block & Products, Inc. Profit Sharing Plan and Trust (Registration No. 333-13308)

4. Oldcastle Glass, Inc. Qualified 401(k) Plan (Registration No. 333-13308)

5. Oldcastle Architectural Products Group 401(k) and Profit Sharing Plan (Registration No. 333-13308)

6. Oldcastle Architectural, Inc. Union Employees 401(k) Plan, Pike Industries, Inc. Profit Sharing and Deferred Income Plan, Oldcastle Southwest 401(k) Retirement Plan, Hallett Construction Company 401(k) Retirement Plan, Pennsy Supply, Inc. 401(k) and Profit Sharing Plan, CPM Development Corporation Profit Sharing Retirement Plan (Registration No. 333-103656)

7. CRH plc 2000 Share Option Scheme (Registration No. 333-90808)

8. Oldcastle Materials, Inc. Retirement Savings Plan and Oldcastle Precast, Inc. Profit Sharing Retirement Plan and Trust (Registration No. 333-165870)

9. CRH plc 2006 Performance Share Plan (Registration No. 333-173246)

10. CRH plc 2010 Share Option Scheme (Registration No. 333-173246)

and to the incorporation by reference in the Registration Statement (Form F-3 File No. 333-166313) pertaining to CRH America, Inc. and CRH public limited company; of our reports dated 28 March 2012, with respect to the consolidated financial statements of CRH plc and the effectiveness of internal control over financial reporting of CRH plc, included in this Annual Report (Form 20-F) of CRH plc for the year ended 31 December 2011.

ERNST & YOUNG

Dublin, Ireland

28 March 2012

EX-99.1

Exhibit 99.1

Disclosure of Mine Safety and Health Administration (“MSHA”) Safety Data

CRH is committed to the health and safety of its employees and in providing an incident free workplace. The Group maintains a comprehensive health and safety programme that includes extensive training for all employees and contractors, site inspections, emergency response preparedness, crisis communications training, incident investigation, regulatory compliance training and process auditing.

CRH’s US aggregate quarry and mine operations are subject to Mine Safety and Health Administration (MSHA) regulation under the Federal Mine Safety and Health Act of 1977 (the “Mine Act”). MSHA inspects our mines on a regular basis and issues various citations and orders when it believes a violation has occurred under the Mine Act. Whenever MSHA issues a citation or order, it also generally proposes a civil penalty, or fine, related to the alleged violation.

During the year ended 31 December 2011, none of our mining operations received written notice from MSHA of (i) a flagrant violation under section 110(b)(2) of the Mine Act; (ii) a pattern of violations of mandatory health or safety standards that are of such nature as could have significantly and substantially contributed to the cause and effect of our mine health or safety hazards under section 104(e) of the Mine Act; or (iii) the potential to have such a pattern. For the year ended 31 December 2011, we experienced no mining-related fatalities.

The information in the table below reflects citations and orders MSHA issued to CRH during the year ended 31 December 2011, as reflected in our records. The data in our system may not match or reconcile with the data MSHA maintains on its public website. In evaluating this information, consideration should also be given to factors such as: (i) the number of citations and orders may vary depending on the size and operation of the mine, (ii) the number of citations issued may vary from inspector to inspector and mine to mine, and (iii) citations and orders may be contested and appealed, and in that process, may be reduced in severity and amount, and may be dismissed.

Mine ID Number (1)	Mine or Operating Name(2)	Section 104 Significant and Substantial Citations (3)		Section 104(b) Orders (4)		Section 104(d) Citations and Orders (5)		Section 107(a) Orders (6)		Proposed MSHA Assessments (Dollar value in thousands) (7)		Pending Legal Actions (8)		Legal Actions Initiated During Period		Legal Actions Resolved During Period
1700002	C636-Sidney Crushing Facility		0		0		0		0		0.4		0		0		0
1700218	Wells Quarry C624		0		0		0		0		0		0		0		0
1700582	Poland Crushed Stone C610		0		0		0		0		0		0		0		0
1700605	Keller Pit C625		0		0		0		0		0		0		0		0
1700666	Pike Industries		0		0		0		0		0.1		0		0		0
1700722	Portable Sand Screen 001692		0		0		0		0		0.1		0		0		0
1700794	Spring St Quarry C606		0		0		0		0		0		0		0		0
1700866	Prospect Quarry-C646		0		0		0		0		0		0		0		0
1700877	New Vineyard		0		0		0		0		0		0		0		0
2700003	Lebanon Crushed Stone C623		0		0		0		0		2.4		1		1		1
2700052	Campton Sand & Gravel C616		0		0		0		0		0.2		0		0		0
2700061	Gorham Sand & Gravel C619		0		0		0		0		0.2		0		0		0
2700073	Farmington Pit & Mill C618		0		0		0		0		0.1		0		0		0
2700128	Madbury Pit C629		0		0		0		0		0.2		0		0		0
2700132	Pike Industries Inc C628		0		0		0		0		0		0		0		0
2700158	Twin Mountain Sand & Gravel (C609)		0		0		0		0		0		0		0		0
2700192	Hooksett Crushed Stone C607		0		0		0		0		0		0		0		0
2700276	Portable Sandscreen C659		0		0		0		0		0		0		1		1
2700289	LA Drew – Portable Plant		0		0		0		0		0		0		0		0
2700305	Portable Sandscreen C650		0		0		0		0		0		0		0		0
2700313	Belmont Sand & Gravel (C627)		0		0		0		0		0		0		0		0
2700338	Columbia Sand & Gravel-Wash Plant		3		0		0		0		1.0		0		0		0
2700379	Viper – Portable Screen		0		0		0		0		0		0		0		0

4300105	Waterford Crushed Stone C603	1	0	0	0	0.8	0	0	0
4300185	Haven Crushed Stone C600	0	0	0	0	0	0	0	0
4300589	Portable Power Screen 01631	0	0	0	0	0	0	0	0
4300628	Pike Industries Inc-C604	0	0	0	0	0	0	0	0
4300642	Pike Industries C601	0	0	0	0	0	0	0	0
4300643	Pike Industries Inc-C608	0	0	0	0	0	0	0	0
4300679	Pike Industries -Wash Plant 634	0	0	0	0	0	0	0	0
4300690	Pike Industries C654/664 Crusher	0	0	0	0	0	0	0	0
4300715	Pike Industries Wash Screw-Danby	0	0	0	0	0	0	0	0
1900007	Dracut Plant	2	0	0	0	1.1	1	1	0
1900046	Acushnet Quarry	0	0	0	0	0.3	0	0	0
1900075	Keating Quarry and Mill	1	0	0	0	1.2	1	1	0
3700002	Cranston Quarry	0	0	0	0	0.7	1	1	0
3003452	East Kingston	0	0	0	0	0.7	0	0	0
1900469	Pittsfield Sand & Gravel Inc	0	0	0	0	0.5	0	0	0
3000013	South Bethlehem	0	0	0	0	0	0	0	0
3000014	Kingston Plant #3	0	0	0	0	0	0	0	0
3000025	Pattersonville Plant #61	0	0	0	0	0.2	0	0	0
3000043	Cropseyville Plant #5	0	0	0	0	0.1	0	0	0
3000100	Bridgeville Plant #70	0	0	0	0	0.9	0	0	0
3000101	Fosterdale Plant #73	0	0	0	0	0	0	0	0
3000110	Oxbow Pit 41	0	0	0	0	0	0	0	0
3000113	Madison Mine	0	0	0	0	0	0	0	0
3000985	Valente Sand & Gravel	0	0	0	0	0	0	0	0
3002253	Maybrook Materials Plant #80	0	0	0	0	0	0	0	0
3002312	Ogdensburg Stone & Asphalt	0	0	0	0	0	0	0	0
3002496	Callanan Pit	0	0	0	0	0	0	0	0
3002654	Dyer Pit	0	0	0	0	0	0	0	0
3002684	Tilleys Pit	0	0	0	0	0	0	0	0
3002697	Schroon Lake Operation	0	0	0	0	0	0	0	0
3002954	Cropseyville Plant 8	0	0	0	0	0	0	0	0
3003029	Ravena Plant #2	0	0	0	0	0.2	0	3	3
3002983	Schodack Pit - Plant 58	0	0	0	0	0	0	0	0
3002910	Avon Plant	0	0	0	0	0	0	0	0
3002764	Mendon Plant	0	0	0	0	0.1	0	0	0
3001130	Newark Plant	0	0	0	0	0.2	0	0	0
3002754	Howard Plant	0	0	0	0	0.1	0	0	0
3000214	Bath Plant	0	0	0	0	0.2	0	0	1
3001141	Ogden Plant	0	0	0	0	0.1	0	0	0
3000022	Brockport Plant	0	0	0	0	0.1	0	0	0
3000034	Gates Plant	0	0	0	0	0.1	0	0	0
3000032	Leroy Plant	0	0	0	0	0.2	0	1	1
3001254	Manchester Plant	0	0	0	0	0.2	1	1	0
3000033	Penfield Plant	0	0	0	0	0.2	0	0	0
3000035	Walworth Plant	0	0	0	0	0.3	1	1	0
3000082	Clinton Point Quarry & Mill	0	0	0	0	0.5	0	0	0

3001692	Empire Sand & Gravel	0	0	0	0	0	0	0	0
3000075	Haverstraw Quarry & Mill	2	0	0	0	4.1	1	1	1
3000074	Tomkins Cove Quarry	0	0	0	0	0	0	0	0
3000083	West Nyack Quarry	1	0	0	0	2.1	1	1	1
2800670	Byram Aggregates	0	0	0	0	0.1	1	1	1
2800490	Certified Quarry	0	0	0	0	0	0	0	0
2800035	Clifton Quarry	0	0	0	0	0	0	0	0
2800994	Landing Quarry	0	0	0	0	0	0	0	0
2800014	Millington Quarry & Mill	0	0	0	0	0	0	0	0
2800026	MT Hope Quarry	2	0	0	0	3.2	1	1	0
2800541	Oxford Quarry & Mill	4	0	0	0	0.5	0	0	0
2800024	Pompton Lakes Quarry	1	0	0	0	0.3	1	1	1
2800030	Prospect Park Quarry & Mill	1	0	0	0	0.2	1	1	0
2800757	Ringwood Quarry	0	0	0	0	0	0	0	0
2800001	Riverdale Quarry	0	0	0	0	0.4	0	0	0
600251	Granby Notch Pit	0	0	0	0	0	0	0	0
600654	Griswold Sand & Gravel	0	0	0	0	0	0	0	0
600680	Groton Plant	0	0	0	0	0	0	0	0
600224	Tilcon Manchester Quarry	0	0	0	0	0	0	0	0
600677	Montville Plant	0	0	0	0	0	0	0	0
1900338	Monson Sand & Gravel	0	0	0	0	0	0	0	0
600022	New Britain Quarry	0	0	0	0	0.5	1	1	0
600003	Tilcon Newington Quarry	0	0	0	0	0.2	0	0	0
600012	North Branford Quarry	0	0	0	0	0.8	0	0	0
600345	Southington Pit & Plant	0	0	0	0	0.2	0	0	0
1901045	Southwick Sand & Gravel	0	0	0	0	0	0	0	0
600013	Wallingford Quarry	0	0	0	0	0.1	0	0	0
600015	Wauregan Quarry	1	0	0	0	0.6	1	1	0
3300167	Tri County Limestone Company	0	0	0	0	0	0	0	0
3300129	Belle Center Plant	0	0	0	0	0	0	0	0
3300149	Shelly Materials Inc York Center	0	0	0	0	0.1	0	0	0
3300079	Hardin Quarry	0	0	0	0	0	0	0	0
3304493	Forest Quarry	0	0	0	0	0.3	0	0	0
3301659	Shelly Materials Inc Springfield	0	0	0	0	0	0	0	0
3300049	East Liberty Quarry	0	0	0	0	0	0	0	0
3300103	Auglaize Plant	0	0	0	0	0	0	0	0
3300087	Celina Quarry	0	0	0	0	0.2	0	0	0
3300104	Lime City Quarry	0	0	0	0	0	0	0	0
3300102	Maumee Quarry	0	0	0	0	0.1	0	0	0
3300105	Portage Quarry	0	0	0	0	0.3	0	0	0
3302696	Rocky Ridge Quarry	0	0	0	0	0	0	0	0
3300169	Scott Quarry	0	0	0	0	0	0	0	0
3300181	Wyandot Dolomite - Carey Plant	2	0	0	0	1.6	0	0	0
3300091	White Rock Quarry	1	0	0	0	0	0	0	0
1200058	Bryant Quarry	0	0	0	0	0	0	0	0
1100298	Rockford	0	0	0	0	0	0	0	0
3302913	Allied Corporation Inc	0	0	0	0	0.3	0	0	0

3301526	Jefferson Materials Co	0	0	0	0	0.3	0	0	0
3301661	Shalersville North Plant	2	0	0	0	1.4	0	0	0
3304195	Petersburg	1	0	0	0	0.2	0	0	0
3301471	St. Louisville Plant	0	0	0	0	0.2	0	0	0
3300042	Fultonham Plant	0	0	0	0	0	0	0	0
3304444	Willow Island Plant	0	0	0	0	0.2	0	0	0
3301408	Coshocton Plant	0	0	0	0	0	0	0	0
3304581	Portland Plant	0	0	0	0	0	0	0	0
3302784	Columbus Limestone Quarry	0	0	0	0	0.2	0	0	0
3300097	Marble Cliff Quarry	1	0	0	0	0.2	0	0	0
3304657	Columbus Limestone	0	0	0	0	0.4	0	0	0
3300168	Shelly Materials Inc Ostrander Quarry	0	0	0	0	0	0	0	0
3301480	Lockbourne Plant	0	0	0	0	0	0	0	0
3301438	Shelly Materials Inc Dresden PL	0	0	0	0	0	0	0	0
3304334	Alexandria Plant	0	0	0	0	0	0	0	0
3304233	Shelly Materials Inc Chillicothe	0	0	0	0	0.3	0	0	0
3303935	Shelly Materials Inc Lancaster	0	0	0	0	0.1	0	0	0
3301627	Shelly Materials Inc Racine Plant	0	0	0	0	0	0	0	0
2000041	Ottawa Lake Quarry	0	0	0	0	0	0	0	0
2000042	Maybee Quarry	0	0	0	0	0.1	0	0	0
2002595	100th Street	0	0	0	0	0	0	0	0
2002902	Newport	0	0	0	0	0	0	0	0
2002934	Denniston Quarry	0	0	0	0	0	0	0	0
2002995	Patterson Road	0	0	0	0	0.1	0	1	1
2003051	South Kent Portable Plant	0	0	0	0	0	0	0	0
2003090	Moscow	1	0	0	0	0.3	0	0	0
2002949	Zeeb Road	0	0	0	0	0.2	0	0	0
3600023	E. Petersburg Quarry	0	0	0	0	0.4	0	0	0
3608148	Fiddler’s Elbow Quarry	0	0	0	0	0.7	0	0	1
3600513	Fontana Quarry	0	0	0	0	0	0	0	0
3604291	Hummelstown Quarry	2	0	1	0	2.3	1	1	0
3600074	Landisville Quarry	0	0	0	0	0	0	0	0
3609058	Millard Quarry	20	0	0	0	13.8	0	17	17
3603215	Mt. Holly Quarry	0	0	0	0	0	0	0	0
3600032	Newport Quarry	0	0	0	0	0	0	0	0
3609272	Penn Township Quarry	1	0	0	0	0.5	0	0	0
3600039	Prescott Quarry	1	0	0	0	0.2	0	0	0
3600212	Silver Springs Quarry	1	0	0	0	0.2	0	1	2
3600246	Summit Station Quarry	0	0	0	0	0	0	0	0
3603432	Thomasville Mine	6	0	0	0	4.6	0	0	2
3600048	Pittson Quarry	0	0	0	0	0	0	0	0
3608573	Small Mountain Quarry Inc.-Salem Sand	0	0	0	0	0	0	0	0
3608033	Sm. Mountain Quarry Inc.	4	0	0	0	1.7	0	0	0
700059	Bay Road Plant #7	0	0	0	0	0	0	0	0

700093	Tarburton Pit	1	0	0	0	0.2	0	0	3
1500001	Valley Stone	1	0	0	0	2.3	0	0	0
1500098	Mountain Materials, Inc.- Carter	4	0	0	0	7.8	1	1	0
1517312	Mountain Materials, Inc. - Grassy Stone	1	0	0	0	0.4	0	0	0
1500213	Elkhorn Stone	0	0	0	0	0.2	0	0	0
1500056	Mountain Aggregates, Inc., Pine Mountain	13	0	0	0	23.4	2	0	0
4407168	Dickensonville Plant	0	0	0	0	0.2	0	0	0
4400165	Castlewood Plant	9	0	3	0	9.6	0	0	0
4400164	Glade Stone Plant	6	0	0	0	6.8	0	0	0
4406371	Mouth of Wilson Plant	6	0	0	0	4.8	0	0	0
4404924	Saltville Stone Plant	0	0	0	0	0	0	0	0
4405372	Rural Retreat Plant	0	0	0	0	0	0	0	0
4603727	Kelly Mountain Quarry	2	0	0	0	0.4	0	0	0
3100400	Waynesville Quarry	1	0	0	0	0.8	0	0	0
3102061	Hayesville Quarry	2	0	0	0	0.8	1	1	1
3100557	Dillsboro Quarry	5	0	0	0	18.4	0	5	6
3102138	Cherokee Co Quarry	0	0	0	0	2.2	1	1	0
3100015	Tubbmill Quarry	0	1	0	0	0.3	0	0	0
3102039	Mission Quarry	0	0	0	0	0	0	0	0
3102164	Massey Branch Quarry	0	0	0	0	0	0	0	0
3100014	Oldcastle Industrial Minerals Inc.	6	3	0	0	8.3	6	6	0
4001946	Harrison Sand Company	3	0	0	0	1.0	0	0	0
3101354	Candor Sand Pit	2	0	0	0	0.6	0	0	6
4407050	Foster Sand Plant	0	0	0	0	0	0	0	0
E-869	Contractor	0	0	0	0	0	0	0	0
102140	Alexander City	2	0	0	1	2.2	2	2	0
901204	Warren County Quarry	0	0	0	0	0	0	0	0
901024	Cartersville	0	0	0	0	0	0	0	0
901169	Lithonia Quarry	0	0	0	0	0	0	0	0
901152	Mulberry Quarry	1	0	0	0	0.5	0	0	0
103083	Opelika Quarry	1	0	0	0	0.7	2	2	0
901039	Ringgold Quarry	0	0	0	0	0	0	0	0
102727	Tarrant Quarry	0	0	0	0	0	0	0	0
4000060	Tiftonia Quarry	0	0	0	0	0.1	0	0	0
103264	Wedowee Quarry	0	0	0	0	0.3	0	0	0
800526	Golden Gate Quarry	0	0	0	0	0.0	0	0	6
801243	Laurel Shell Pit	0	0	0	0	0.0	0	0	0
103380	Calera	0	0	0	0	0.0	0	0	0
2302157	Brickeys Stone	2	0	0	0	1.3	0	0	0
301948	White Oaks Sand & Gravel	0	0	0	0	0	0	0	0
2200717	Scribner Pit	0	0	0	0	2.2	1	1	0
2200784	Tremont Pit	0	0	0	0	0.1	0	0	1
2200219	Blackhawk Pit and Plant	0	0	0	0	0.5	0	0	0

2200122	Bowlin Pit	0	0	0	0	0	0	0	0
4003099	Crump Gravel Pit	0	0	0	0	0	0	0	0
0300040	Valley Springs Quarry	4	0	0	0	2.3	0	2	3
0300437	Avoca Quarry & Plant	0	0	0	0	0	0	0	0
0301583	Sharps Quarry & Plant	0	0	0	0	0	0	1	3
0301807	Hindsville Quarry & Plant	0	0	0	0	0	0	0	0
0301895	North Harrison Quarry	0	0	0	0	0.1	0	0	0
0301899	Portable #1 Plant 1200	1	0	0	0	0.7	0	0	0
0301921	Portable #2 Plant 1400	1	0	0	0	0.4	0	0	0
2302183	Bella Vista Quarry & Plant	0	0	0	0	0	0	0	0
2302138	Branson Quarry	2	0	0	0	0.6	0	0	0
2302315	Anderson Quarry	0	0	0	0	0	0	0	0
2302320	Lanagan Quarry	0	0	0	0	0	0	0	0
3400025	Nowata (Bellco #1)	1	0	0	0	0.2	0	0	0
3400040	Pawhuska Quarry (Bellco #4)	3	0	0	0	5.0	0	0	0
3400050	East Quarry	0	0	0	0	0.3	0	0	0
3400052	Bartlesville Quarry (Bellco #6)	0	0	0	0	0	0	0	0
3400407	Dewey Quarry (Bellco #3)	0	0	0	0	0.2	0	0	0
3400410	Claremore Quarry (Bellco #2)	0	0	0	0	0	0	0	0
3400893	J-6 Quarry	0	0	0	0	0.3	0	0	0
3402065	Fisher Quarry	0	0	0	0	0	0	0	0
0300379	Arkhola Dredge & Plant	0	0	0	0	0.2	0	0	0
0300429	Jenny Lind Quarry & Plant	0	0	0	0	0.5	0	0	2
0301462	Preston Quarry & Plant	1	0	0	0	0.4	0	0	4
0301930	North Custer Quarry	1	0	0	0	0.4	0	0	0
0302014	Bonanza Quarry	0	0	0	0	0	0	0	0
3400394	Muskogee Dredge	7	0	0	0	11.2	0	0	0
3401130	Arkhola-Roberts Quarry	0	0	0	0	0	0	0	1
3401761	OKAY MATERIALS	0	0	0	0	0.1	0	0	1
3401940	Spiro Quarry	0	0	0	0	0.1	0	0	0
4104124	973 Pit	0	0	0	0	0.2	0	0	0
4104441	APAC-Texas, Inc.	0	0	0	0	0.4	0	0	0
4104468	Naruna Pit	0	0	0	0	0.2	0	0	0
1401704	Olathe Quarry	1	0	0	0	0.1	0	0	0
2301689	D R Crushing	2	0	0	1	2.6	1	1	0
2301148	Harrisonville Quarry	1	0	0	0	0.1	0	0	0
2302173	Bates City	0	0	0	0	0	0	0	0
2301961	Eagle I, portable plant	1	0	0	0	0.6	0	0	0
2302072	Gallatin Quarry	1	0	0	0	0.1	0	0	0
1400823	Louisburg Quarry	0	0	0	0	0.7	0	0	0
1401636	Gardner	0	0	0	0	0	1	1	0
1401642	Olathe Lone Elm Quarry	0	0	0	0	0.4	0	0	0
1401524	Shawnee Quarry	1	0	0	0	0.6	0	0	0
1401578	Bonner Springs Quarry	2	0	0	0	0.9	2	2	0

2301929	Portable Plant #1 KCN	2	0	0	0	0.4	0	0	0
2301930	Fast Pack 00116	0	0	0	0	0	0	0	0
2302399	Portable Plant #3 KCN	0	0	0	0	0	0	0	0
2301967	Linn Creek Quarry	1	0	0	0	0.1	2	0	0
2300097	Boonville Quarry	1	0	0	0	0.1	0	0	0
2300099	Marshall Quarry	1	0	0	0	0.2	0	0	0
2302303	Bagnell 13 Quarry	1	0	0	0	0.2	0	0	0
2302404	Pettis Plant 1	1	0	0	0	0.5	0	0	0
2301253	Marshall Junction Quarry	0	0	0	0	0	0	0	0
2300043	Defiance Plant	1	0	0	0	0.3	0	0	0
2302286	Wright City Quarry	0	0	0	0	0.1	0	0	0
2301420	D Y L Quarry	0	0	0	0	0	0	0	0
2302109	Prestage Quarry	0	0	0	0	0	0	0	0
2301917	Tightwad Plant	1	0	0	0	0.6	3	0	0
2302381	Portable Plant #4	0	0	0	0	0.4	0	0	0
2301915	Portable Plant #1	1	0	0	0	0.2	0	0	0
2301916	Port Plant #2	2	0	1	0	2.6	1	1	0
2302015	Portable Plant #3	1	0	0	0	1.3	0	0	1
1400501	Hutchinson Sand Plant	1	0	0	0	0.5	0	0	0
1400660	Hays Pit No A-2	0	0	0	0	0	0	0	0
1400699	Quartzite Quarry	3	0	0	0	2.5	0	0	0
1401207	Fulton Pit	0	0	0	0	0	0	0	0
1401255	Hays Pit No A-1	0	0	0	0	0	0	0	0
1401276	Hays Pit No A-3	0	0	0	0	0	0	0	0
1401334	Hartford Quarry	0	0	0	0	0.1	0	0	0
1401346	Kraus Pit	0	0	0	0	0	0	0	0
1401377	Wichita Sand Plant	0	0	0	0	0.1	0	0	0
1401425	Bieker Pit	0	0	0	0	0	0	0	0
1401441	Dodge City Sand Plant	1	0	0	0	0.2	0	0	0
1401468	Fall River Quarry	0	0	0	0	0	0	0	0
1401486	Hays Portable Plant #1	0	0	0	0	0	0	0	0
1401638	Hays Branch Portable 2	0	0	0	0	0	0	0	0
1401639	Moore Pit	0	0	0	0	0	0	0	0
1401649	Hays Portable Plant #3	0	0	0	0	0	0	0	0
1401669	Leiker Pit	0	0	0	0	0	0	0	0
1401684	Heavy Highway Portable #1	0	0	0	0	0	0	0	0
1100176	J-Plant	2	0	0	0	1.7	0	0	0
1301514	J-Plant (Portable)	0	0	0	0	0	0	0	0
1302370	A-Plant	2	0	0	0	0.4	0	0	0
1302050	Plant No 2 (X-Plant)	0	0	0	0	0	0	0	0
1302151	Geode Wash Plant	0	0	0	0	0.2	0	0	0
1300186	Hawkeye Wash Plant	0	0	0	0	0	0	0	0
1302389	Hawkeye Quarry Shop	0	0	0	0	0	0	0	0
1302248	Stripping Crew #3	0	0	0	0	0	0	0	0
1302360	Burlington Shop	0	0	0	0	0.2	0	0	0
1302056	Plant # 3	0	0	0	0	0	0	0	0
1300766	Spring Sand Plant	0	0	0	0	0.2	0	0	0

2100876	#0876 Dundas Wash Plant	0	0	0	0	0	0	0	0
2102959	Cedarapids Portable Jaw	1	0	0	0	0.6	1	3	0
2102961	#2961 Lippman Jaw-Portable	3	0	0	0	3.0	3	3	0
2103060	#3060 Hewitt Robins Crusher (Kasota)	0	0	0	0	0.3	0	0	0
2103343	#3343 North Star Wash Plant	0	0	0	0	0.1	0	0	0
2103385	#3385 El Jay Jaw	0	0	0	0	0	0	0	0
2103488	#3488 Fold & Go Pep Screener	0	0	0	0	0.4	0	0	0
2103503	#3503 El Jay Cone	1	0	0	0	0.3	1	2	0
2103504	#3504 Kolberg Wash Plant	0	0	0	0	0	0	0	0
2103530	#3530 Hydro Grid Screener	0	0	0	0	0	0	0	0
2103609	Stripping Crew	0	0	0	0	0	0	0	0
2103741	Cedarapids Classic 45 Cone Crusher	1	0	0	0	0	1	0	0
2103742	Svelda Wash Plant	1	0	0	0	0.5	1	1	0
1301202	North Des Moines Plant	0	0	0	0	0.2	0	1	1
1302342	OMG Midwest Shop	0	0	0	0	0	0	0	0
1300921	Vandalia Rd Plant	0	0	0	0	0.1	0	1	1
1301825	Strip #1	0	0	0	0	0	0	0	0
1302190	PRP #5	0	0	0	0	0.1	0	1	1
1302176	PWP #4	0	0	0	0	0.9	1	1	0
1301000	Lake View Shop	0	0	0	0	0.2	0	0	0
1302394	Lake View Boyer	0	0	0	0	0	0	0	0
1300620	Emmetsburg Pit	0	0	0	0	0.1	0	0	0
1302327	Van Meter Pit	0	0	0	0	0.2	0	0	0
1302306	Pleasant Hill	0	0	0	0	0	0	0	0
1302145	PWP #1	0	0	0	0	0	0	0	0
1301053	PWP #2	0	0	0	0	0	0	0	0
1300645	PWP #3	0	0	0	0	0	0	0	0
1300919	PWP #6	0	0	0	0	0.5	0	0	0
1302336	PWP #8	0	0	0	0	0	0	0	0
1300999	PCP #3	0	0	0	0	0	0	0	0
1302300	PCP #4	0	0	0	0	0.1	0	1	1
1301050	PCP #5	0	0	0	0	0	0	0	0
1302397	PCP #10	0	0	0	0	0.1	0	1	1
1302189	Stripping #2	0	0	0	0	0	0	0	0
1302322	PSP #6	0	0	0	0	0	0	0	0
1302323	PSP #7	0	0	0	0	0.2	0	0	0
1302331	PSP #8	0	0	0	0	0	0	0	0
2501231	Graske Pit #6	0	0	0	0	0.2	0	0	0
3901554	P.Q. 3144	0	0	0	0	0	1	0	1
3901550	P.Q. 47866	0	0	0	0	0	0	0	1
3901246	Centennial Quarry	0	0	0	0	0	0	0	0
3900180	Hot Springs Quarry	0	0	0	0	0.2	0	0	1
3900014	Rapid City Quarry	0	0	0	0	0.5	2	1	0
1000343	Kathleen Facility	0	0	0	0	0	0	0	0
1001912	Wyoming Facility	0	0	0	0	0	0	0	0
1001884	ICA Portable Crusher	0	0	0	0	0.2	0	0	0
3503044	Bethel Heights Portable Crusher	0	0	0	0	0	0	0	0

3500631	Ellendale Portable Crusher	1	0	0	1	0.1	0	0	0
3501002	Hilroy Facility	0	0	0	0	0.3	1	0	0
3500556	Valley Concrete & Gravel Portable Crusher	0	0	0	0	0	1	1	1
3501064	ESG Coburg Facility	0	0	0	0	0.6	0	0	0
3502705	ESG Corvallis Facility	0	0	0	0	0.2	0	0	0
3500484	ESG Eugene Facility	0	0	0	0	0	0	0	0
3503370	KP Portable Crusher	1	0	0	0	0.1	0	0	0
3503633	KP Portable Screen	0	0	0	0	0	0	0	0
3503325	KP Wash Plant	0	0	0	0	0	0	0	0
4501237	Auburn Facility	0	0	0	0	0.2	0	0	0
4503253	CWC Portable Crusher	1	0	0	0	0.7	0	0	0
4503623	CWC Portable Plant	0	0	0	0	0	0	0	0
4503554	CWC Portable Screen #1	0	0	0	0	0	0	0	0
4503452	CWC Portable Screen #2	0	0	0	0	0	0	0	0
4503391	CWC Portable Wash Plant	0	0	0	0	0.2	0	0	0
4503042	Rock Island Plant	0	0	0	0	0.1	0	0	0
3503426	Hermiston	0	0	0	0	0	0	0	0
4500730	Pasco Facility	2	0	0	0	0.3	0	0	0
4500572	Richland Plant	0	0	0	0	0	0	0	0
4500631	Toppenish Facility	1	0	0	0	6.0	0	0	0
4501118	Crestline Facility	0	0	0	0	0	0	0	0
4500560	Park Road Plant	0	0	0	0	0	0	0	0
4502709	Sullivan Road Facility	0	0	0	0	0	0	0	0
4503032	IAC Portable Crusher	0	0	0	0	0.3	0	0	0
4503588	CDC Portable Recycle Crusher	0	0	0	0	0	0	0	0
4503684	IAC Portable Screen Plant	0	0	0	0	0	0	0	0
4200884	Bauer Pit	0	0	0	0	0	0	0	0
4201452	Beck Street	0	0	0	0	0	0	0	0
4200410	Beck Street South	0	0	0	0	0	0	0	4
2600429	Boehler Pit	0	0	0	0	0	0	0	0
4202397	Staker/Parson Fast Pack	1	0	0	0	1.0	0	0	0
4200021	Keigley Quarry	0	0	0	0	0.2	0	0	3
4202130	Lehi Point East	0	0	0	0	0.2	0	0	5
4202282	Nebo Pit	0	0	0	0	0.1	0	0	1
CVE	Contractor	0	0	0	0	0	0	0	0
1001673	Dingle Pit	0	0	0	0	0	0	0	0
4200388	Mcguire	0	0	0	0	0.1	0	0	0
4200406	South Weber Pit	0	0	0	0	0	0	0	0
4200398	Brigham City Pit	0	0	0	0	0	0	0	0
4200364	Heber Binggeli Quarry	1	0	0	0	0	0	0	0
4202043	Point West Lehi	0	0	0	0	0.1	0	0	0
4202236	Francis	0	0	0	0	0	0	0	0
4202517	Beef Hollow	0	0	0	0	0	0	0	0
4201816	Little Mac	0	0	0	0	0	0	0	0
4202368	Highland	0	0	0	0	0	0	0	0
4202082	Big Mac	2	0	0	0	2.0	0	0	0
4202320	Hot Springs	1	0	0	0	0.2	0	0	0

4202354	Browns Canyon	0	0	0	0	0.1	0	0	0
4201874	Falcon Ridge	0	0	0	0	0	0	0	0
4202558	Portable #4	0	0	0	0	0	0	0	0
4202154	Bauer	0	0	0	0	0	0	0	0
4202294	Ekins Pit	0	0	0	0	0	0	0	0
4202006	Erda	0	0	0	0	0	0	0	0
4200402	Parson Hyrum Pit	0	0	0	0	0	0	0	0
4201857	Gomex	0	0	0	0	0	0	0	0
4201978	Lehi Peck	0	0	0	0	0	0	0	0
4201717	Portable #5	0	0	0	0	0	0	0	0
4202009	Portable #4	0	0	0	0	0	0	0	0
4202440	Trenton Pit	0	0	0	0	0	0	0	0
4202501	Backus pit	0	0	0	0	0	0	0	0
4202489	Elsinore Pit	0	0	0	0	0.3	0	0	0
4202490	Redmond Pit	0	0	0	0	0	0	0	0
4202007	Burdick Portable #1	0	0	0	0	0.1	0	0	0
4202214	Burdick Portable #2	0	0	0	0	0.1	0	0	0
4202348	Burdick Portable #3	0	0	0	0	0	0	0	0
4202430	Burdick Portable #4	0	0	0	0	0	0	0	0
4202460	Burdick Protable #5	1	0	0	0	1.0	0	0	0
4202561	Reynolds Portable	0	0	0	0	0	0	0	0
4202192	West Jordan Pit	0	0	0	0	0.2	0	0	0
4202381	West Valley Pit	1	0	0	0	0.5	1	1	0
201483	Ina Pit	1	0	0	0	0.2	0	0	0
202643	Green Valley	0	0	0	0	0	0	0	0
4202270	Cedar City Pit	0	0	0	0	0.1	0	0	0
4202099	Western Rock Fast Pack	2	0	0	0	0.3	2	2	0
4202267	Sorensen Pit	0	0	0	0	0.1	0	0	0
4202459	Paria	0	0	0	0	0.1	0	0	0
4201122	Big Water	0	0	0	0	0	0	0	0
4202407	WR Portable	0	0	0	0	0.1	0	0	0
4202278	Ft. Pierce	0	0	0	0	0	0	0	0
4202150	Panguitch Pit	0	0	0	0	0	0	0	0
4201572	Portable Crusher #1	0	0	0	0	0	0	0	0
4202264	Portable #3	0	0	0	0	0	0	0	0
2602394	Portable Wash Plant #1	0	0	0	0	0	0	0	0
4201089	Centerfield Wash Plant	0	0	0	0	0	0	0	0
1000326	Mt Home Wash Plant	0	0	0	0	0	1	0	2
3503437	Ontario Pit	0	0	0	0	0	0	0	0
1000604	City Transfer Plant	0	0	0	0	0	0	0	0
1000740	Eagle Pit	0	0	0	0	0	0	0	0
1001709	Rental Portable Screen Plant	0	0	0	0	0	0	0	0
1001976	Middleton Pit	0	0	0	0	0	0	0	0
1002055	Richfield Pit	0	0	0	0	0	0	0	0
1001704	Grandview Pit	0	0	0	0	0.3	0	0	0
1001742	MH Redi-Mix PP #2	0	0	0	0	0	0	0	0
1000313	Joplin Screening Plant	0	0	0	0	0	0	0	0
1001949	Linder Pit	0	0	0	0	0	0	0	0
1002035	Summit Stone Portable	0	0	0	0	0.1	0	0	3
4801735	Scale Number One	0	0	0	0	0.1	0	0	1
4801734	Scale Number Two	0	0	0	0	0.5	0	2	2

1002107	132 Portable Crusher	0	0	0	0	0.2	0	0	0
1001326	133 Crusher H-K Portable Plant	0	0	0	0	0.1	0	0	0
1001892	134 Crusher H-K Portable Plant	0	0	0	0	0	0	0	0
1002222	1700 Trac Screening Plant	0	0	0	0	0	0	0	0
1002142	43302 Power Screen	0	0	0	0	0	0	0	0
1002213	130 Portable Trakpactor/Screening Plant	0	0	0	0	0	0	0	0
2400497	Helena Sand & Gravel-Portable Wash Plant	0	0	0	0	0	0	0	0
2402140	Screen Plant	0	0	0	0	0.1	0	0	0
2401412	Helena Sand & Gravel Portable Crusher	0	0	0	0	0.1	0	0	0
2400785	Helena Sand & Gravel - Lake Helena Pit	0	0	0	0	0	0	0	0
2402078	Portable Wash Plant	0	0	0	0	0	0	0	0
2402267	Portable Colberg Screen	0	0	0	0	0	0	0	0
2402185	LS Jensen Screen Plant	0	0	0	0	0	0	0	0
2401820	LS Jensen Wash Plant	0	0	0	0	0	0	0	0
2401765	LS Jensen Portable Crusher	0	0	0	0	0	0	0	0
2401910	Blahnik Portable	0	0	0	0	0	0	0	0
4801189	Evans Wash Plant	0	0	0	0	0.1	0	0	0
4801141	Evans No 1 Pit	0	0	0	0	0	0	0	0
4801547	Small Crusher #1330	0	0	0	0	0	0	0	0
504858	Hidden Valley Plant	0	0	0	0	0	0	0	0
503178	CO Crusher	0	0	0	0	0.1	0	0	0
503510	Portable Wash Plant	0	0	0	0	0.1	1	1	1
504356	FCM Crusher 4	0	0	0	0	0	0	0	0
504484	CR 3	1	0	0	0	0.6	0	0	0
504832	San Antonio Crusher	0	0	0	0	0	0	0	0
2901073	NM Wash Plant	0	0	0	0	0	0	0	0
2901258	NM Crusher	1	0	0	0	1.5	0	0	0
2902262	FCM Crusher 2	0	0	0	0	0.2	0	0	0
2902306	FCM Wash Plant #2	0	0	0	0	0.1	0	0	0
504739	CR5	2	0	0	0	0.9	0	0	0
504740	CR6	0	0	0	0	0.3	0	0	0
504835	CR7	0	0	0	0	0	0	1	2
504836	CR8	0	0	0	0	0	0	0	0
504888	CR9	0	0	0	0	0.2	0	0	0
504887	CR10	0	0	0	0	0.1	0	0	0
504624	SP 2	0	0	0	0	0	0	0	0
504741	SP3	0	0	0	0	0.2	0	0	0
504834	SP4	0	0	0	0	0	0	0	0
501050	WP1	0	0	0	0	0.2	0	0	0
504585	WP2	1	0	0	0	0.2	1	1	1
2901667	Baca Pit	0	0	0	0	0.2	2	2	0
1900018	Oldcastle Stone Products	6	0	0	0	6.6	1	1	4
100034	Livlite Division	3	0	0	0	2.1	0	0	0
1600033	Gravelite Division	7	0	0	0	7.4	0	0	0
3101125	Lilesville Mine	2	0	0	0	3.9	5	4	0

3600627	York Quarries	0	0	0	0	0	0	0	0
3604254	Mid-Atlantic Quarry	1	0	0	0	0.1	0	0	0
3607856	Hanley Plant Quarries	1	0	0	0	0.2	0	0	0
3300500	Iberia Quarry	4	0	0	0	0.5	0	0	0
200181	Darling Mine	1	0	0	0	1.0	0	0	0
2900186	Crego Mine	4	0	0	0	0	0	1	1
	Total	239	4	5	3	251.9	68	99	111

(1) MSHA assigns an identification number to each mine or operation and may or may not assign separate identification numbers to related facilities. The information provided in this table is presented by mine identification number.

(2) The definition of mine under Section 3 of the Mine Act includes the mine, as well as other items used in, or to be used in, or resulting from, the work of extracting minerals, such as land, structures, facilities, equipment, machines, tools, and preparation facilities. Unless otherwise indicated, any of these other items associated with a single mine have been aggregated in the totals for that mine.

(3) Represents the total number of citations issued by MSHA, for violation of health or safety standards that could significantly and substantially contribute to a serious injury if left unabated. If MSHA determines that a violation of a mandatory health or safety standard is reasonably likely to result in a reasonably serious injury or illness under the unique circumstance contributed to by the violation, MSHA will classify the violation as a “significant and substantial” violation.

(4) Represents the total number of orders issued, which represents a failure to abate a citation under section 104(a) within the period prescribed by MSHA.

(5) Represents the total number of citations and orders issued by MSHA of the Mine Act for unwarrantable failure to comply with mandatory health or safety standards. These violations are similar to those described above, but the standard is that the violation could significantly and substantially contribute to the cause and effect of a safety or health hazard, but the conditions do not cause imminent danger, and the MSHA inspector finds that the violation is caused by an unwarranted failure of the operator to comply with the health and safety standards.

(6) Represents the total number of imminent danger orders issued under section 107(a) of the Mine Act. These orders are issued for situations in which MSHA determines an imminent danger exists in the quarry or mine and results in orders of immediate withdrawal of all persons (except certain authorised persons) from the area of the quarry or mine affected by its condition until the imminent danger and the underlying conditions causing the imminent danger no longer exist.

(7) Total dollar value of proposed assessments from MSHA under the Mine Act. These are the amounts of proposed assessments issued by MSHA with each citation or order for the time period covered by the reports. Penalties are assessed by MSHA according to a formula that considers a number of factors, including the mine operator’s history, size, negligence, gravity of the violation, good faith in trying to correct the violation promptly, and the effect of the penalty on the operator’s ability to continue in business.

(8) Pending legal actions before the Commission as required to be reported by Section 1503(a)(3)of the Dodd-Frank Act. Of the 68 pending legal actions: 9 are contests of citations and orders referenced in Subpart B of 29 CFR Part 2700; 58 are contests of proposed penalties referenced in Subpart C of 29 CFR Part 2700; and 1 is a complaint of discharge, discrimination or interference referenced in Subpart E of 29 CFR Part 2700. There are no complaints for compensation referenced in Subpart D of 29 CFR Part 2700; no applications for temporary relief referenced in Subpart F of 29 CFR Part 2700; and no appeals of judges’ decisions or orders to the Federal Mine Safety and Health Review Commission referenced in Subpart H of 29 CFR Part 2700.