A company limited by guarantee and not having a share capital

Directors’ Report & Financial Statementsyear ended 31 december 2010

Message from Ann Riordan, President of the Institute of Directors in Ireland

Message from Maura Quinn, Chief Executive of the Institute of Directors in Ireland

Directors & Other Information

Directors’ Report & Financial Statements

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Contents

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1 Message from Ann Riordan, President of the Institute of Directors in Ireland

Members are well aware of the corporate governance failures in Ireland over the last number of years. These have been well documented and reported upon and span our banking, private and public sector organisations. There is no benefit to regurgitating the details of these failings, as this does nothing to improve the situation. However, we cannot ignore them. They have had truly monumental consequences not only for the organisations involved, but also for our country, our reputation and our citizens.

In the recently published RepTrack reputational survey for 2010, only two Irish indigenous companies made it into the Irish Top Ten most reputed companies. When compared to Denmark, where eight indigenous companies were in the top ten, it seems that Irish people have a certain level of distrust in our own companies, scoring multinationals higher on reputation. When Irish consumers were asked what they look for when rating a company’s reputation they cited the three key drivers as; products and services, corporate governance, and citizenship, in that order. So after the turmoil of failures in corporate governance in this country, consumers are keen to see good corporate governance standards present in our companies.

A key component to rebuilding our reputation, at home and abroad, lies within establishing a framework for recovery which is firmly based on integrity, ethics and values. It is

therefore vital that we demonstrate a robust commitment to the highest professional standards. By behaving ethically and responsibly and by fostering a culture of honesty, integrity and transparency in all aspects of Irish business and political life, we have a real opportunity not only to improve and solidify corporate governance standards, but to also strengthen our reputation.

Improving corporate governance in Ireland, through our membership, is the primary goal of the Institute.

2010 Review

I am delighted with the progress we have made throughout the last year. The Chief Executive’s Report goes into the detail, but for me the highlights are:

— The continued high demand for our flagship Chartered Director programme, with many of the participants receiving distinctions in their Diploma in Company Direction examinations. This I believe is indicative of our ongoing commitment to the quality of our tutors. Two of the participants from Cohort 6, Kevin Fitzgibbon and Jonathan Goold, were awarded further accolades for excellence in their exam performance, the Worshipful Company of Management Consultants Cup. The Worshipful Company of Management Consultants is the 105th Livery Company of the City of London.

“ As I refl ect on my term as President, I am greatly encouraged by the tenacity, strength and unfaltering resolve of all those members whom I have had the pleasure to meet over the past two years.”

Ann Riordan, IoD President

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— Net membership increased by 5.1% to 1,414 members at the end of 2010, as we continue to strive to be relevant by engaging directly with members with the introduction of town hall meetings, directors’ fora, regional events and expansion of our training programme.

— A strong governance framework within the Institute and being in a position to invite expressions of interest from members to join Council.

I believe that we are well on the way to achieving our strategic goals as set out in our 2010-2012 strategic plan, those being; Increasing Membership, Professional Development and Director Education, Leadership and Advocacy, Raising the Profi le of the IoD, and maintaining the highest standards of governance, management and operations, framed by our core values.

Governance

The IoD is committed to adhering to the highest standards of governance. The roles of the President and Chief Executive, and a schedule of matters reserved for Council are all clearly defi ned. Clear terms of reference for the audit and risk, nominations, membership, corporate governance and remuneration sub-committees are also in place. A complete review of the Memorandum and Articles of the Institute has been completed and will be presented for your consideration and approval at the AGM.

We take great care to get the balance right on Council and to ensure that we have an appropriate mix of skills and experience among members. All directors serve a three- year term and can present themselves for re-election for a further two terms, depending on mutual agreement. I am particularly pleased that this year we are in a position to invite expressions of interest from members of the Institute to join Council.

On a broader front we have contributed to the debate on appointments to State boards and are engaged with the Financial Regulator on regulatory changes in the fi nancial sector. Whilst it is disappointing that the Grant Thornton Corporate Governance Review 2011 shows that only 26% of companies listed on the Main Securities Market of the Irish Stock Exchange claim full compliance with the Combined Code, it is heartening that the fi rst organisation in Ireland, Sustainable Energy Authority of Ireland, has been certifi ed by independent assessors as being in full compliance with the Code of Practice for the Governance of State Bodies, under the IoD-led initiative, SWiFT 3000: Code of Practice for Corporate Governance Assessment in Ireland.

A fi nal word of thanks

As I come to the end of my tenure as President of the IoD, I would like to take this opportunity to offer a word

of thanks to all members for your continued participation and support. The IoD has made a tremendous amount of progress over the past year which could not have been achieved without the ongoing commitment of our members. We are growing in stature and strength and it is reassuring to see that so many of you recognise the value of membership.

It has been another year of growth for the IoD, not just through the expansion of our services, but also with the appointment of new staff - Anita O’Grady, Membership Manager, Michael O’Leary, Research & Policy Executive and Lesley Darling, Administrative Assistant, who all joined in early 2011. This brings the staff number to eight, under the direction of Chief Executive, Maura Quinn, and I would like to thank Maura and all of the team for the effort and dedication shown and for their commitment to developing and improving the Institute.

I would also like to thank recently retired council members; Robert Grier, John Smyth, Laura Magahy and Clive Brownlee for their signifi cant contribution to the Institute.

Last, but not least, I would like to thank my colleagues on Council, not only for the time they devote to the IoD, but also for the quality of the contribution that they make at each meeting and for their participation in and membership of the various sub committees.

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It would be remiss of me not also to thank Peter Martin, Director of the Chartered Director programme and his colleagues who continue to provide the highest standards of tuition and support for participants of the programme.

The IoD is an organisation to be proud of and that is because of the membership it boasts. As I refl ect on my term as President, I am greatly encouraged by the tenacity, strength and unfaltering resolve of all those members whom I have had the pleasure to meet over the past two years. I fi rmly believe that it is qualities like these and people like you, who will steer Ireland on the course to recovery. I would like to wish Tom Byrne, our incoming President, every success during his term in offi ce and thank him for his support to me during his term as Vice President.

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Warmest regards,Ann Riordan, President

Pictured at the IoD Autumn Lunch 2010 is Ann Riordan, IoD President, with Guest of Honour, Peter Sutherland

“ With the boardrooms of Ireland under renewed focus over the past year, there is without doubt a requirement not only to improve how boards operate, but also to improve the expertise of the directors who sit on them. Building stronger and better boards has been, and will continue to be, a key focus for the IoD.”

Pictured at the launch of the IoD Directors’ Handbook is Maura Quinn, Chief Executive.

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2 Message from Maura Quinn, Chief Executive, Institute of Directors in Ireland

A year of progress at the IoD

First and foremost a word of thanks to you, our members. As we continue to navigate through what is one of the most difficult economic periods in our country’s history, I am acutely aware of the pressures faced by businesses throughout Ireland. Your ongoing support of the IoD is heartening and clearly shows your commitment to the highest professional standards and a collective goal to improve the quality of boards in Ireland. The IoD would not be a success without the ongoing support of the people it represents and we are working hard to ensure that we meet and exceed your expectations. Over the past year we have taken a number of steps to improve and enhance your membership experience. Just some of the progress made is detailed below:

— A significant milestone was reached with the launch of the 10th cohort of the Chartered Director programme

— Expanded our training programme, with one-day workshops held in both Dublin and Cork

— Introduced an extended range of breakfast and evening briefings, covering a range of topics

— Introduced regional events — Launched a series of directors’ fora — Published the Directors’ Handbook, a best practice guide to being a director in Ireland

— Launched a Board Performance Evaluation Service

— Launched the online business directory on www.iodireland.ie

Training & development

Our training programmes continue to go from strength to strength. The 10th cohort of the Chartered Director programme is underway with two more cohorts due to start before the end of 2011. To date, 225 people have undertaken the programme, with 20 of those participants now fully accredited Chartered Directors, and many more in the process of going forward for C.Dir accreditation.

The programme remains as popular today as when it was launched in September 2008, with each cohort in high demand and a far greater interest in the programme than there are places. We hope to see this trend continue as it clearly demonstrates an appetite for professional development among directors and a commitment to develop their skills, knowledge and expertise.

Our workshop programme was also well attended throughout the year with a number of new courses introduced, including workshops on corporate governance for small and family-owned businesses, risk management, mergers and acquisitions and specific one-day courses on the new Corporate Governance Code introduced by the Financial Regulator in late 2010.

We hope that you found these workshops of benefit and we look forward to bringing you many more topics over the coming months.

The Boardroom Centre

With the boardrooms of Ireland under renewed focus over the past year, there is without doubt a requirement not only to improve how boards operate, but also to improve the expertise of the directors who sit on them. Building stronger and better boards has been, and will continue to be, a key focus for the IoD.

Through the Boardroom Centre, headed by Thora Mackey, we have been working with companies to develop and improve their boards. Under the new Corporate Governance Code for Financial Institutions and Credit Undertakings, regulated institutions must have a minimum of two independent non-executive directors on their board by the end of 2011 and so the Boardroom Centre is an invaluable resource; providing an independent, objective and confi dential search service for companies seeking to recruit non-executive directors.

Board Performance Evaluation Service

As part of our continuing commitment to assist directors and boards in Ireland to improve their effectiveness and performance and to adhere to best practice and the latest thinking, we launched the Board Performance Evaluation Service in January 2011.

The service enables businesses across all sectors to understand how well their board is performing and assesses

and evaluates the performance of a company’s board in key areas including; strategy, business principles, risk management and internal control, performance and measurement, stakeholder management, board composition and boardroom practice.

So far the service has been very well received and we are delighted to see so many companies recognising the importance of an independent and external board evaluation.

Communications and policy

Over the past year we have seen corporate governance become fi rmly embedded in both the political and media landscapes. With the introduction of regulatory changes in the fi nancial sector and appointments to State boards resurfacing as a political issue, we have actively engaged with both the Financial Regulator and the Government on behalf of our members.

As we continue to implement our communications strategy, the main objective of which is to raise the profi le and infl uence of the IoD, we are also formulating policy positions on a number of key areas and we have made great progress in this regard.

Membership and events

The IoD would be nothing without its members and so I am delighted to

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report that over the past year, the net membership has grown by 5.1%. We are keen to ensure that you get the most out of your membership and most importantly, that it is of value to you.

Last year we published the Directors’ Handbook, developed specifi cally as a guide for our members on being a director in Ireland. We also launched the online business directory on www.iodireland.ie enabling you to share your business details with fellow members.

In addition, we expanded the range of breakfast and evening briefi ngs which we offer and I hope you will agree that our presenters have covered some very interesting topics over the past few months. Our seasonal lunches continue to be well attended and a special word of thanks to the excellent speakers whom we had last year. I would also like to acknowledge and thank the sponsors of all our events throughout 2010; your support is greatly appreciated.

Behind the scenes

I would like to offer a special word of thanks to our outgoing President, Ann Riordan, for her tremendous support and commitment to the IoD, and to welcome our incoming President, Tom Byrne. I would also like to thank the IoD Council for its continuing guidance and my thanks to all IoD staff members for their dedication and hard work.

I would like to conclude by reiterating my thanks to all members of the IoD. I fi rmly believe that we are an Institute to be proud of and as we continue to grow, I am committed to working hard on your behalf.

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Warmest regards,Maura Quinn, Chief Executive

“ I completed the Chartered Director programme and found it very useful in adding to my skills around corporate governance. I wanted to achieve the C.Dir designation to demonstrate my commitment to best practice around effective boards and help my colleagues understand their responsibilities more thoroughly.”

Ian Ireland C.Dir, CEO, Donegal Creameries Plc (Cohort 5, 2009 – 2010)

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3 Directors and Other Information

Board of Directors

A Riordan (President) C Brownlee (retired March 2011) A Collins (retired March 2010) E Gleeson R Grier (retired June 2010) W O’Reilly J Smyth (retired September 2010) M Murphy M Somers L Magahy (retired December 2010) D Lamont M Walsh L Daniel H A McSharry T Byrne J Ruane (retired February 2010) J Cross (resigned March 2010)

Secretary and Registered Office

R MacDarby (Secretary), Europa House, Harcourt Street, Dublin 2

Auditors

PricewaterhouseCoopers, Chartered Accountants and Registered Auditors, One Spencer Dock, North Wall Quay, Dublin 1, Ireland

Bankers

Bank of Ireland, Pembroke Road, Ballsbridge, Dublin 4, Ireland

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Council Meeting Attendance

February March June September November Total 2010

Clive Brownlee 5 of 5

Anthony Collins Retired

Eileen Gleeson 5 of 5

Robert Grier Retired

Ralph MacDarby 5 of 5

Laura Magahy 5 of 5

Willie O'Reilly A A A A 1 of 5

Ann Riordan 5 of 5

Jim Ruane Retired

John Smyth A Retired

Des Lamont A A 3 of 5

Michael Walsh A A 3 of 5

Jacqui Cross A Resigned

Martin Murphy A A 3 of 5

Michael Somers A A A 2 of 5

Tom Byrne 5 of 5

Heather Ann McSharry

A 4 of 5

Liam Daniel 5 of 5

“ As a small family owned company seeking to formalise business processes and explore new opportunities for the company, appointing a non-executive director made good business sense. From our initial discussions, through to the specifi cation and selection of suitably experienced individuals, the interview process and the ultimate decision were made so easy thanks to the IoD’s Boardroom Centre and the panel of experienced directors from which we could draw. Working with the Boardroom Centre is an experience I would certainly recommend to others.”

Anne Millar, Managing Director, Professional Tradesmen Ltd

4 Directors’ Report & Financial Statementsyear ended 31 december 2010

The directors present herewith the audited financial statements for the year ended 31 December 2010.

Statement of directors’ responsibilities for the financial statements

Irish company law requires the directors to prepare financial statements for each financial year that give a true and fair view of the state of affairs of the company and of the profit or loss of the company for that period. In preparing the financial statements, the directors are required to:

— select suitable accounting policies and then apply them consistently;

— make judgements and estimates that are reasonable and prudent;

— prepare the financial statements on the going concern basis unless it is inappropriate to presume that the company will continue in business.

The directors are responsible for keeping proper books of account which disclose with reasonable accuracy at any time the financial position of the company and to enable them to ensure that the financial statements are prepared in accordance with accounting standards generally accepted in Ireland and comply with the Irish Companies Acts, 1963 to 2009. They are also responsible for safeguarding the assets of the company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

Proper books

The measures taken by the directors to secure compliance with the company’s obligations to keep proper books of account include the use of systems and procedures appropriate to the Institute and the employment of competent and reliable persons. The books of account are kept at the company’s premises at Europa House, Harcourt Street, Dublin 2.

Fair review of the development and performance of the business and of its financial position

The company is engaged in representing the professional interests of its members. This takes the form of organising training, discussions, lectures, meetings and the preparation of papers on matters of interest or benefit to the members of the Institute.

Through the Boardroom Centre, the Institute provides placement services for non-executive directors for companies requiring them and encourages and supports the establishment of best practices. The Institute provides educational courses for members of the Institute of Directors’ who are company directors.

The level of business and the year end position were satisfactory and the directors expect that the present level of activity will be sustained for the foreseeable future.

Principal risks and uncertainties facing the business

The principal risks and uncertainties facing the business include loss of membership income, reduced attendance at IoD events, loss of income from reduced attendance at courses run by the IoD and reduced activities at The Boardroom Centre. The directors are satisfi ed that under the above headings the risks are containable and that any fi nancial implications that may arise can be accommodated within existing resources.

Results

The surplus for the year and the appropriation thereof are set out in the income and expenditure account on page 20.

Directors

The following directors retire by rotation and, being eligible, offer themselves for re-election:

— M Murphy — M Somers — A Riordan, presenting for re-election for one year

To elect new directors:

— M Garrett — I Gibney — K Neary

Transactions involving directors

There are no contracts or arrangements of any signifi cance in relation to the business of the company in which the Directors had any interest, as defi ned within the Companies Acts, 1963 to 2009, at any time during the year ended 31 December 2010.

Subsequent events

There were no signifi cant events which occurred between 31 December 2010 and the date these fi nancial statements were approved.

Auditors

The auditors, PricewaterhouseCoopers, will continue in offi ce in accordance with the provision of Section 160(2) of the Companies Act, 1963.

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On behalf of the board:

A RiordanL Daniel

12 April 2011

Independent auditors’ report to the members of The Institute of Directors in Ireland

We have audited the financial statements on pages 20 to 28, which have been prepared under the historical cost convention and the accounting policies as set out in the statements of accounting policies on page 22.

Respective responsibilities of directors and auditors

The directors’ responsibilities for preparing the directors’ report and the financial statements in accordance with applicable Irish law and accounting standards issued by the Accounting Standards Board and published by The Institute of Chartered Accountants in Ireland (Generally Accepted Accounting Practice in Ireland) are set out in the statement of directors’ responsibilities on page 16.

Our responsibility is to audit the financial statements in accordance with relevant legal and regulatory requirements and International Standards on Auditing (UK and Ireland). This report, including the opinion, has been prepared for and only for the company’s members as a body in accordance with Section 193 of the Companies Act 1990 and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

We report to you our opinion as to whether the financial statements give a true and fair view, in accordance with Generally Accepted Accounting Practice in Ireland, and are properly prepared in accordance with Irish statute comprising the Companies Acts, 1963 to 2009. We state whether we have obtained all the information and explanations we consider necessary for the purposes of our audit and whether the financial statements are in agreement with the books of account. We also report to you our opinion as to:

— whether the company has kept proper books of account; and

— whether the directors’ report is consistent with the financial statements.

We also report to you if, in our opinion, any information specified by law regarding directors’ remuneration and directors’ transactions is not disclosed and, where practicable, include such information in our report.

We read the directors’ report and consider the implications of our report if we become aware of any apparent misstatements within it.

Basis of audit opinion

We conducted our audit in accordance with International Standards on Auditing (UK and Ireland) issued by the Auditing Practices Board. An audit includes examination, on a test basis, of

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evidence relevant to the amounts and disclosures in the fi nancial statements. It also includes an assessment of the signifi cant estimates and judgements made by the directors in the preparation of the fi nancial statements, and of whether the accounting policies are appropriate to the company’s circumstances, consistently applied and adequately disclosed.

We planned and performed our audit so as to obtain all the information and explanations which we considered necessary in order to provide us with suffi cient evidence to give reasonable assurance that the fi nancial statements are free from material misstatement, whether caused by fraud or other irregularity or error. In forming our opinion we also evaluated the overall adequacy of the presentation of information in the fi nancial statements.

Opinion

In our opinion the fi nancial statements:

— give a true and fair view, in accordance with Generally Accepted Accounting Practice in Ireland, of the state of the company’s affairs as at 31 December 2010 and of its surplus and cash fl ows for the year then ended; and

— have been properly prepared in accordance with the requirements of the Companies Acts, 1963 to 2009.

We have obtained all the information and explanations we consider necessary for the purposes of our audit. In our opinion, proper books of account have been kept by the company. The fi nancial statements are in agreement with the books of account.

In our opinion, the information given in the directors’ report on pages 16 and 17 is consistent with the fi nancial statements.

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PricewaterhouseCoopers,Chartered Accountants and Registered Auditors, Dublin

12 April 2011

Income and Expenditure Account

Year Ended 31 December 2010

Notes 2010 ¤

2009 ¤

Gross income 1 1,205,718 1,200,056

Operating expenses 2 (1,180,488) (977,064)

Operating surplus 25,230 202,992

Interest receivable 21,375 14,539

Bank charges and interest 3 (14,663) (12,725)

Surplus on ordinary activities before taxation 5 31,942 204,806

Taxation charge 4 (3,320) (2,196)

Surplus after taxation 28,622 202,610

Statement of Movement in Accumulated Surplus

Year Ended 31 December 2010

2010 ¤

2009 ¤

Accumulated surplus at 1 January 423,703 221,093

Surplus after tax retained for year 28,622 202,610

Accumulated surplus at 31 December 452,325 423,703

There is no difference between the surplus on ordinary activities before taxation and the retained surplus for the year stated above and their historical cost equivalents.

The above results derive solely from continuing activities.

The company has no recognised gains and losses other than those included in the surplus above and, therefore, no separate statement of total recognised gains and losses has been presented.

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On behalf of the board:

A Riordan L Daniel

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Balance Sheet

31 December 2010

Notes 2010¤

2009¤

Fixed assets

Tangible assets 7 7,023 5,318

Current assets

Debtors and prepayments 8 46,318 18,869

Cash at bank and in hand 1,071,006 970,837

1,117,324 989,706

Current liabilities

Amounts falling due within one year 9 (596,859) (496,158)

Net current assets 520,465 493,548

Total assets 527,488 498,866

Reserves

Capital reserve: UK Institute of Directors (Irish Branch)

10 17,445 17,445

Capital reserve: The Boardroom Centre 10 57,718 57,718

Accumulated surplus 452,325 423,703

11 527,488 498,866

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On behalf of the board:

A RiordanL Daniel

Cash Flow Statement

Year Ended 31 December 2010

Notes 2010 ¤

2009 ¤

Cash inflow from operating activities 12 103,164 225,347

Return on investments and servicing of finance

13 6,712 1,814

Taxation 14 (3,320) (2,195)

Capital expenditure and financial investment 15 (6,387) (2,542)

Increase in cash in the period 100,169 222,424

Reconciliation of net cash flow to movement in net funds

Increase in cash in the period 16 100,169 222,424

Movement in net funds in the period 100,169 222,424

Net funds at 1 January 970,837 748,413

Net funds at 31 December 1,071,006 970,837

Accounting Policies and Estimation Techniques

The significant accounting policies and estimation techniques adopted by the company are as follows:

Basis of preparation

The financial statements have been prepared in accordance with accounting standards generally accepted in Ireland and Irish statute comprising the Companies Acts, 1963 to 2009. Accounting standards generally accepted in Ireland in preparing financial statements giving a true and fair view are those published by the Institute of Chartered Accountants in Ireland and issued by the Accounting Standards Board.

Historic cost convention

The financial statements have been prepared on the historical cost basis of accounting and are denominated in Euro, denoted by the symbol “¤”.

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Members’ Subscriptions

Annual income is based on subscriptions received and is included in the income and expenditure account in the period to which it relates. Subscriptions received in advance are included in deferred income.

The registration fee for new members is taken to income in the year in which it is received.

Boardroom Centre Income

Subscriptions, fees and other income are based on amounts received in the period.

Chartered Director Income

Chartered Director income is included in the income and expenditure account in the period to which it relates.

Affi liation Fees

Affi liation fees are payable annually by the Institute of Directors in Ireland to the Institute of Directors, London, based on the number of its members.

Deferred Income

Deferred income consists of membership subscriptions for the calendar year received in advance and chartered director income received in respect of courses which are scheduled to be held after the balance sheet date.

Fixed Assets

Fixed assets are stated at cost less accumulated depreciation.

Depreciation is provided on a straight line basis at rates which are estimated to reduce the assets to realisable values by the end of their expected useful lives which are:

Years

Computer equipment 5

Offi ce equipment 5

Pension

Amounts paid to fund defi ned contribution schemes are charged to the income and expenditure account as incurred.

Notes to the Financial Statements

1 Gross income — continuing operations

2010 ¤

2009 ¤

The IoD members’ annual subscriptions and new members’ registration fees

413,040 430,664

Director Development and Training Programmes 646,605 625,516

The Boardroom Centre 37,950 21,310

IoD events 108,123 122,565

1,205,718 1,200,055

2 Operating expenses — continuing operations

2010 ¤

2009 ¤

Affiliation fee to the UK Institute of Directors 34,149 31,000

Director Development and Training Programmes 361,780 334,442

Administration costs 784,559 631,622

1,180,488 997,064

3 Interest payable and similar charges

2010 ¤

2009 ¤

Bank charges and interest 14,663 12,725

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4 Taxation

2010¤

2009¤

Current tax:

Irish corporation tax in the year 3,320 2,196

The current tax charge for the year is higher than the current charge that would result from applying the standard rate of Irish corporation tax to profi t on ordinary activities. The differences are explained below:

Profi t on ordinary activities before tax 31,941 204,806

Profi t on ordinary activities multiplied by the standard rate of Irish corporation tax for the year of 12.5%

3,993 25,601

Effects of:

Profi ts not chargeable to tax (1,321) (23,783)

Overprovision in respect of prior years — (1,439)

Income taxable at higher rate 648 1,817

Current tax charge for the year 3,320 2,196

5 Surplus before taxation

The surplus before taxation is stated after charging: 2010¤

2009¤

Directors’ remuneration — —

Depreciation 4,682 4,682

6 Employees and remuneration

The company had 6 employees during the year (2009: 5).

The company’s employment costs for all employees comprise:

2010¤

2009¤

Wages and salaries 360,793 294,257

Social welfare costs 38,785 28,963

Pension costs 29,448 29,704

429,026 352,924

7 Tangible fixed assets Office equipment

¤

Computer equipment

¤

Total ¤

Cost

At 31 December 2009 4,193 35,184 39,377

Additions 3,997 2,390 6,387

At 31 December 2010 8,190 37,574 45,764

Accumulated depreciation

At 31 December 2009 2,910 31,149 34,059

Charge for period 404 4,278 4,682

At 31 December 2010 3,314 35,427 38,741

Net book value

At 31 December 2010 4,876 2,147 7,023

At 31 December 2009 1,283 4,035 5,318

8 Debtors and prepayments 2010 ¤

2009 ¤

Prepayments 46,318 18,869

9 Creditors 2010 ¤

2009 ¤

Amounts falling due within one year:

Creditors and accruals 71,549 132,633

Deferred income 510,167 341,920

PAYE and PRSI 12,126 20,878

Corporation tax 727 727

VAT 2,290 —

596,859 496,158

26 — 27

10 Capital reserve

The company took over the net assets of the Irish Branch of the UK Institute of Directors on 18 January 1993. This was valued at ¤17,446. Consideration for the net assets amounted to ¤1 and the balance of ¤17,445 was credited to the capital reserve.

On 1 January 2002 the company took over the trade, assets and liabilities of The Centre for Boardroom Studies Limited for nil consideration. The surplus arising, which amounted to ¤57,718, has been credited to the capital reserve.

11 Reconciliation of movements in members’ funds 2010¤

2009¤

Surplus after tax for period 28,622 202,610

Opening members’ funds 498,866 296,256

Closing members’ funds 527,488 498,866

12 Cash fl ow from operating activities 2010¤

2009¤

Operating surplus 25,230 202,992

Movement in joint venture asset — 27,195

Increase in debtors (27,449) (17,599)

Increase in creditors 100,701 8,077

Depreciation 4,682 4,682

103,164 225,347

13 Return on investment and servicing of fi nance 2010¤

2009¤

Interest received 21,375 14,539

Bank charges (14,663) (12,725)

6,712 1,814

14 Taxation 2010¤

2009¤

Corporation tax paid 3,320 2,195

28 15 Capital expenditure and fi nancial investment 2010¤

2009¤

Payments to acquire tangible assets 6,387 2,542

16 Analysis of net funds 2009¤

Cash fl ow¤

2010¤

Cash in hand and at bank 970,837 100,169 1,071,006

17 Ultimate controlling party

The directors regard the members in a general meeting as the ultimate controlling party.

18 Membership

The company is a company limited by guarantee. In the event of the company being wound up, the liability of a member to contribute to the company for payment of the debts of the company is limited to such amount as may be required not exceeding ¤1.27. At 31 December 2010 the company had 1,414 members (2009: 1,346 members).

19 Approval of fi nancial statements

The fi nancial statements were approved by the board of directors on 12 April 2011.

www.iodireland.ie

The Institute of Directors in IrelandEuropa House, Harcourt Street, Dublin 2, Ireland

t. 01 411 0010f. 01 411 0090e. info@iodireland.ie