SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 11-K
\X\ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934 FOR THE FISCAL YEAR ENDED JUNE 30, 2006, OR
\ \ TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 FOR THE TRANSITION PERIOD FROM ___________ TO _______________
Commission file number 001-00434
A. Full title of the plan and the address of the plan, if different from that
of the issuer named below: Procter & Gamble Ireland Employees Share
Ownership Plan, c/o Irish Pension Trust Limited, 25/28 Adelaide Road,
Dublin 2, Ireland.
B. Name of issuer of the securities held pursuant to the plan and the address
of its principal executive office: The Procter & Gamble Company, One
Procter & Gamble Plaza, Cincinnati, Ohio 45202.
REQUIRED INFORMATION
Item 1. Audited statement of financial condition as of the end of the latest two
fiscal years of the plan (or such lesser period as the plan has been in
existence). (See Page 2)
Item 2. Audited statement of income and changes in plan equity for each of the
latest three fiscal years of the plan (or such lesser period as the plan
has been in existence). (See Page 3)
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PROCTER & GAMBLE
IRELAND
EMPLOYEES SHARE
OWNERSHIP PLAN
Statements of Net Assets Available for Benefits as
of June 30, 2006 and 2005, Statements of
Changes in Net Assets Available for Benefits for
the Years Ended June 30, 2006, 2005 and 2004,
and Report of Independent Registered Public Accounting Firm
PROCTER & GAMBLE IRELAND
EMPLOYEES SHARE OWNERSHIP PLAN
TABLE OF CONTENTS
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Page
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 1
FINANCIAL STATEMENTS:
Statements of Net Assets Available for Benefits as of
June 30, 2006 and 2005 2
Statements of Changes in Net Assets Available for Benefits
for the Years Ended June 30, 2006, 2005 and 2004 3
Notes to Financial Statements for the Years Ended
June 30, 2006, 2005 and 2004 4
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Trustees of the Procter & Gamble Ireland Employees Share Ownership Plan:
We have audited the accompanying statements of net assets available for benefits
of the Procter & Gamble Ireland Employees Share Ownership Plan ("the Plan") as
of June 30, 2006 and 2005, and the related statements of changes in net assets
available for benefits for each of the three years ended June 30, 2006, 2005 and
2004. These financial statements are the responsibility of the Plan's trustees.
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. The Plan is not required to have,
nor were we engaged to perform an audit of its internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan's internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, 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, such financial statements present fairly, in all material
respects, the net assets available for benefits of the Plan as of June 30, 2006
and 2005, and the changes in net assets available for benefits for the years
ended June 30, 2006, 2005 and 2004 in conformity with accounting principles
generally accepted in the United States of America.
/S/ DELOITTE & TOUCHE LLP
Newcastle upon Tyne, United Kingdom
_______________________, 2006
PROCTER & GAMBLE IRELAND
EMPLOYEES SHARE OWNERSHIP PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
JUNE 30, 2006 AND 2005
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2006 2005
(Euros) (Euros)
ASSETS:
Investment in The Procter & Gamble Company common stock,
at fair value (56,445 shares at 30 June 2006,
54,418 shares at 30 June 2005) 2,454,228 2,379,628
Investment in J.M. Smucker Company common stock, at fair value 10,365 3,535
(291 shares at 30 June 2006, 94 shares at 30 June 2005)
Cash at bank and in hand 156,419 40,888
Due from The Procter & Gamble Company 52,644 1,125
Other debtors 3,052 11,545
---------------------------
Total assets 2,676,708 2,436,721
---------------------------
LIABILITIES:
Accrued administrative expenses (4,583) (16,062)
Contributions made in advance -- (6,167)
Distributions payable (37,885) (16,484)
---------------------------
Total liabilities (42,468) (38,713)
---------------------------
NET ASSETS AVAILABLE FOR BENEFITS 2,634,240 2,398,008
===========================
See notes to financial statements.
PROCTER & GAMBLE IRELAND
EMPLOYEES SHARE OWNERSHIP PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEARS ENDED JUNE 30, 2006, 2005 AND 2004
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2006 2005 2004
(Euros) (Euros) (Euros)
ADDITIONS (LOSSES):
Investment income (loss):
Net (depreciation) appreciation in fair value (20,127) (119,699) 147,182
of investments
Interest income 1,765 1,052 647
Dividend income 52,265 28,562 29,376
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Total investment income (loss) 33,903 (90,085) 177,205
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Contributions from participating Procter & Gamble
companies 344,258 304,775 280,662
Contributions from participants 344,258 304,775 280,662
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Total contributions 688,516 609,550 561,324
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Reimbursement from participating Procter & Gamble
companies for administrative expenses - 9,571 1,039
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Total additions 722,419 529,036 739,568
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DEDUCTIONS:
Distributions and withdrawals to participants (483,325) (407,238) (458,600)
Administrative expenses (2,862) (3,410) -
------------------------------------------------------------
Total deductions (486,187) (410,648) (458,600)
------------------------------------------------------------
NET INCREASE 236,232 118,388 280,968
NET ASSETS AVAILABLE FOR BENEFITS:
Beginning of year 2,398,008 2,279,620 1,998,652
------------------------------------------------------------
End of year 2,634,240 2,398,008 2,279,620
============================================================
See notes to financial statements.
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED JUNE 30, 2006, 2005 AND 2004
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1. PLAN DESCRIPTION
The following brief description of the Procter & Gamble Ireland Employees
Share Ownership Plan ("Plan") is provided for general information purposes
only. Participants should refer to the Plan agreement for more complete
information.
GENERAL - The Plan is a share purchase plan established by Procter &
Gamble (Manufacturing) Ireland Limited and Procter & Gamble Limited
("Companies") to provide a means for eligible Irish employees to tax
efficiently purchase shares in The Procter & Gamble Company ("Parent").
The Plan is administered by Mercer Limited who were appointed by the
Trustees of the Plan and who hold the Plan assets on behalf of the
Trustees of the Plan.
CONTRIBUTIONS - Employees can contribute up to 2.5% of their base salary.
The participating Procter & Gamble companies (see note 7) match all
contributions by employees in full.
WITHDRAWALS - Participants may withdraw shares from the Plan at any time
subject to the following Plan rules. Participants who withdraw shares from
the Plan within 3 years of purchase become liable for income tax.
Participants who withdraw shares from the Plan after 3 years can do so
without attracting any income tax.
PARTICIPANT ACCOUNTS - Individual accounts are maintained for each plan
participant. Each participant's account is credited the participants'
contribution, the participating Procter & Gamble companies' (see Note 7)
matching contribution and allocations of Plan earnings, and charged with
withdrawals and an allocation of Plan losses. Allocations are based on
participant earnings or account balances as defined. The benefit to which
a participant is entitled is limited to the shares that can be provided
from the participant's account.
VESTING - Participants are immediately vested in their contributions, the
participating companies' (see Note 7) matching contributions and earnings.
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING - The accompanying financial statements have been
prepared on the accrual basis of accounting in accordance with accounting
principles generally accepted in the United States of America.
EXPENSES OF THE PLAN - Investment management expenses and all other fees
and expenses are paid by the participating Procter & Gamble companies (see
note 7).
USE OF ESTIMATES - The preparation of financial statements in conformity
with accounting principles generally accepted in the United States of
America requires management to make estimates and assumptions that affect
the reported amounts of net assets available for benefits and changes
therein. Actual results could differ from those estimates.
The plan invests in The Procter & Gamble Company and J.M. Smucker Company
common stock. Investment securities, in general, are exposed to various
risks, such as interest rate, credit and overall market volatility. Due to
the level of risk associated with certain investment securities, it is
reasonably possible that changes in values of investment securities will
occur in the near term and that such changes could materially affect the
amounts reported in the financial statements.
INVESTMENT VALUATION AND INCOME RECOGNITION - The Plan's investment in The
Procter & Gamble Company common stock and J.M. Smucker Company common
stock is stated at fair value, which is based on quoted market prices and
is translated into Euros at the rate of exchange at 30 June.
Purchases and sales of securities are recorded on a trade-date basis.
Dividends are recorded on the ex-dividend date.
3. INVESTMENTS
The Plan's investment in The Procter & Gamble Company and J M Sucker
Company common stock experienced net (depreciation) appreciation in value
as follows for the years ended June 30, 2006, 2005, and 2004:
2006 2005 2004
(Euros) (Euros) (Euros)
Unrealized (depreciation) appreciation (20,127) (119,699) 147,182
--------- --------- ---------
4. TAX STATUS
The Irish Tax Authority has determined and informed the Companies that it
is an approved Employee Share Scheme under Irish tax legislation.
Therefore, the Plan Administrator believes that the Plan was qualified and
tax-exempt as of June 30, 2006 and 2005 and no provision for income taxes
has been reflected in the accompanying financial statements.
5. DISTRIBUTIONS PAYABLE
Distributions payable represent dividends and proceeds from disposals owed
to participants and were (euro)37,885 and (euro)16,484 at June 30, 2006
and 2005, respectively. Dividends received by the plan are separately
payable to participants in accordance with the Plan agreement.
6. ACCRUED ADMINISTRATIVE EXPENSES
Included within accrued administrative expenses are amounts owed to
participating Procter & Gamble companies (see Note 7) of (euro)Nil,
(euro)2,062 in 2005.
7. PARTICIPATING PROCTER & GAMBLE COMPANIES
The participating Procter & Gamble companies are as follows:
o Procter & Gamble (Manufacturing) Ireland Ltd;
o Procter & Gamble Ltd;
o Procter & Gamble (HABC) Ltd;
o Procter & Gamble (L&CP) Ltd.
8. RELATED PARTY TRANSACTIONS
At June 30, 2006 and 2005, the Plan held 56,445 and 54,418 shares
respectively, of common stock of The Procter & Gamble Company, the
sponsoring employer, with a cost basis of (euro)2,394,280 and
(euro)2,213,384, respectively. During the years ended June 30, 2006, 2005
and 2004, the Plan recorded dividend income from The Procter & Gamble
Company common stock of (euro)52,265, (euro)28,562 and (euro)29,376,
respectively.
9. PLAN TERMINATION
Although the Companies have not expressed any intent to do so, the
Companies have the right under the current Plan rules to terminate the
Plan. Upon termination, amounts held by the Plan would be distributed to
participants based upon the Plan rules.
THE PLAN. Pursuant to the requirements of the Securities Exchange Act of 1934,
the trustees (or other persons who administer the employees benefit plan) have
duly caused this annual report to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of Dublin, Ireland, on the _____ day of
September 2006.
PROCTER & GAMBLE IRELAND
EMPLOYEE SHARE OWNERSHIP PLAN
/S/ ALAN BROXSON
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Alan Broxson
Director
Irish Pensions Trust Limited,
Corporate Trustee
/S/ PATRICK BURKE
-----------------------------
Patrick Burke
Director
Irish Pensions Trust Limited,
Corporate Trustee
EXHIBIT INDEX
Exhibit No.
23 Consent of Deloitte & Touche LLP