Annual Report and Accounts 2007

Notes to the accounts

31 PRINCIPAL SUBSIDIARY UNDERTAKINGS, JOINT VENTURES AND ASSOCIATES

The principal subsidiary undertakings, joint ventures and associates listed are those which in the opinion of the Directors principally affect the figures shown in the Financial Statements. A full list of subsidiary undertakings, joint ventures and associates will be included in the Annual Return of BG Group plc to be filed with the Registrar of Companies during 2008.

Principal Subsidiary Undertakings

as at 31 December 2007	Country of incorporation	Activity	Group holding % (a)
BG Delta Limited	England	Exploration and production	100.0
BG Energy Holdings Limited*	England	Group holding company	100.0
BG Gas Marketing Limited	England	LNG marketing	100.0
BG International Limited	England	Holding company Exploration and production	100.0
BG International (CNS) Limited	England	Exploration and production	100.0
BG International (NSW) Limited	England	Exploration and production	100.0
BG Italia Power S.p.A.	Italy	Power generation	100.0
BG Karachaganak Limited	England	Holding company Exploration and production	100.0
BG Norge Limited	England	Exploration and production	100.0
BG North Sea Holdings Limited	England	Holding company Exploration and production	100.0
BG Rosetta Limited	England	Exploration and production	100.0
BG Trinidad and Tobago Limited	England	Exploration and production	100.0
BG Tunisia Limited	England	Exploration and production	100.0
Methane Services Limited	England	LNG shipping	100.0
BG E&P Brasil Ltda.	Brazil	Exploration and production	100.0
Companhia de Gás de São Paulo – (Comgas)	Brazil	Gas distribution	72.7
BG Bolivia Corporation	Cayman Islands	Exploration and production	100.0
BG Egypt S.A.	Cayman Islands	Exploration and production	100.0
BG Exploration and Production India Limited	Cayman Islands	Exploration and production	100.0
Gujarat Gas Company Limited	India	Gas distribution	65.1
BG Exploration and Production Nigeria Limited	Nigeria	Exploration and production	100.0
Premier Power Limited	Northern Ireland	Power generation	100.0
BG Asia Pacific Pte Limited	Singapore	Exploration and production	100.0
BG Trinidad Central Block Limited	Trinidad and Tobago	Exploration and production	100.0
BG Energy Merchants, LLC	USA	Gas trading	100.0
BG LNG Services, LLC	USA	LNG regasification	100.0
BG LNG Trading, LLC	USA	LNG trading	100.0
BG North America, LLC	USA	Holding company	100.0
Lake Road Generating Company L.P.	USA	Power generation	100.0

*

Shares are held by the Company; others are held by subsidiary undertakings.

(a)

There is no difference between the Group holding of ordinary shares and the Group’s share of net assets attributable to equity shareholders, except for Comgas where the Group’s share of net assets is 60.1%.

The distribution of the profits of Comgas are restricted by Corporation Law in Brazil and the company’s by-laws which require 5% of the profit for the year to be transferred to the Legal Reserve, until it reaches 20% of the subscribed capital. Distribution of the profits of BG Group’s other subsidiary undertakings are not materially restricted.

All principal subsidiary undertakings operate in their country of incorporation with the exception of BG Asia Pacific Pte Limited, which operates across several countries; BG Bolivia Corporation, which operates in Bolivia; BG Norge Limited, which operates in the UK and Norway; BG North Sea Holdings Limited, which operates in the UK and Algeria; BG LNG Trading, LLC, which operates in several countries; BG Tunisia Limited, which operates in Tunisia; BG Trinidad and Tobago Limited, which operates in Trinidad and Tobago; BG Rosetta Limited, which operates in Egypt; BG Egypt S.A., which operates in Egypt; BG Delta Limited, which operates in Egypt; BG Karachaganak Limited, which operates in Kazakhstan; BG Exploration and Production India Limited, which operates in India; BG Gas Marketing Limited, which operates across several countries; Methane Services Limited, which operates across several countries; and BG International Limited, which operates in the UK and several other countries worldwide.

Joint Ventures And Associates

as at 31 December 2007	Country of incorporation and operation	Activity	Issued share capital	Group holding %
Joint ventures
First Gas Holdings Corporation	Philippines	Power generation	126 084 100 shares of Peso 10	40.0
Mahanagar Gas Limited	India	Gas distribution	89 341 600 shares of Rupees 10	49.8
Seabank Power Limited	England	Power generation	5 280 shares of £1(a)	50.0
Associates
Atlantic LNG Company of Trinidad and Tobago	Trinidad and Tobago	LNG manufacture	243 851 shares of $1 000	26.0
Atlantic LNG 2/3 Company of Trinidad and Tobago Unlimited	Trinidad and Tobago	LNG manufacture	139 253 shares of $1 000	32.5
Atlantic LNG 4 Company of Trinidad and Tobago Unlimited	Trinidad and Tobago	LNG manufacture	222 686 shares of $1 000	28.9
BBPP Holdings Ltda.	Brazil	Gas distribution	129 000 000 shares of Real 1	33.3
El Behera Natural Gas Liquefaction Company S.A.E.	Egypt	LNG manufacture	30 000 shares of $100	35.5
Idku Natural Gas Liquefaction Company S.A.E.	Egypt	LNG manufacture	30 000 shares of $100	38.0
Genting Sanyen Power Sdn Bhd	Malaysia	Power generation	20 000 000 shares of Ringgit 1	20.0

(a)

Comprises 2 640 A ordinary and 2 640 B ordinary shares. The Group holding is 2 640 A ordinary shares. The rights attached to each class of share are the same.