REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Plan Participants and Plan Administrator of the Procter & Gamble Ireland Employees Share Ownership Plan (1998):

Opinion on the financial statements

We have audited the accompanying Statements of Net Assets Available for Plan Benefits of the Procter & Gamble Ireland Employees Share Ownership Plan (1998) ("Plan") as of June 30, 2018 and 2017, the related Statements of Changes in Net Assets Available for Plan Benefits for each of the three years ended June 30, 2018, and the related notes (collectively referred to as the "financial statements"). In our opinion, such financial statements present fairly, in all material respects, the net assets available for plan benefits of the Plan as of June 30, 2018 and 2017 and the changes in net assets available for plan benefits for the years ended June 30, 2018, 2017 and 2016, in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion

We have served as the auditor of the Plan since 2002.

/s/ Deloitte LLP
Deloitte LLP

London, United Kingdom

September 21, 2018

 

 

STATEMENT OF NET ASSETS AVAILABLE FOR PLAN BENEFITS

The accompanying notes are an integral part of the financial statements.

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR PLAN BENEFITS

The accompanying notes are an integral part of the financial statements.

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

 

 

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

 

 

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

 

 

	Level 1		Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the plan has the ability to access.
	Level 2		Inputs to the valuation methodology include • quoted prices for similar assets or liabilities in active markets;

			• quoted prices for identical or similar assets or liabilities in inactive markets; • inputs other than quoted prices that are observable for the asset or liability; • inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability.
	Level 3		Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

		2018		2017		2016
		€		€		€
	The Procter & Gamble Company common stock:
	Net (depreciation)/appreciation	(374,663)		(95,110)		317,259

		2018		2017		2016
		€		€		€
	Proceeds on sales of shares	891,996		1,309,609		498,363
	Cost	(913,638)		(1,279,755)		(459,290)
	Realised (loss)/gain on sales of shares	(21,642)		29,854		39,073

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

 

 

6.	FEDERAL INCOME TAX STATUS

The Plan is not qualified under Section 401(a) of the Internal Revenue Code and is exempt from the provisions of Title I of ERISA pursuant to Section 4(b) (4) thereof. The Company believes that the fiduciary should be viewed as a directed custodian and that, for U.S. tax purposes, the participating employees should be treated as the owners of the shares of the Company's common stock held for their account under the Plan.

GAAP requires plan administrators to evaluate tax positions taken by the Plan and recognize a tax liability if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the IRS or the Department of Labor.  The Plan administrators have analyzed the tax positions taken by the Plan, and have concluded that as of June 30, 2018 and 2017, there are no uncertain positions taken or expected to be taken that would require recognition of a liability or disclosure in the financial statements.  The Plan has recognized no interest or penalties related to uncertain tax positions.  The Plan administrators believe it is no longer subject to income tax examinations for years prior to 2013.

The Irish Tax Authority has determined and informed the Company 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, 2018 and 2017 and no provision for income taxes has been reflected in the accompanying financial statements.

 The participating Procter & Gamble Companies are as follows:

·	Procter & Gamble (Manufacturing) Ireland Ltd;

·	Procter & Gamble (HABC) Ltd; and

·	Procter & Gamble (L&CP) Ltd;

8.	RELATED PARTY TRANSACTIONS

At June 30, 2018 and 2017, the Plan held 35,455 and 41,867 shares, respectively, of common stock of the Company, the sponsoring employer, with a cost basis of €2,652,296 and €3,027,199 respectively. Contributions from participating Procter & Gamble Companies of €365,846, €384,268 and €566,551 were recorded for the years ended June 30, 2018, 2017 and 2016 respectively.

Amounts due from participating Procter & Gamble Companies of €64,757 and €59,423 were recorded at June 30, 2018 and 2017 respectively. During the years ended June 30, 2018, 2017 and 2016, the Plan recorded dividend income from The Procter & Gamble Company common stock of €95,805, €125,056 and €130,666 respectively.

9.	PLAN TERMINATION

Although they have not expressed any intent to do so, the participating Procter & Gamble Companies have the right under the Plan to discontinue their contributions at any time and to terminate the Plan subject to the provisions set forth in the Plan agreement.

 

PROCTER & GAMBLE IRELAND

EMPLOYEES SHARE OWNERSHIP PLAN (1998)

 

 

 

10.	SUBSEQUENT EVENTS

The Company has evaluated subsequent events and transactions for potential recognition or disclosure in the financial statements through September 21, 2018, the date the financial were available to be issued. No other events have occurred that require adjustment to or disclosure in the financial statement of the Plan.

 

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 21st day of September 2018.

PROCTER & GAMBLE IRELAND

EMPLOYEE SHARE OWNERSHIP PLAN (1998)

Pat Foley, Director

Irish Pensions Trust Limited,

Corporate Trustee

Joyce Brennan, Director

Irish Pensions Trust Limited,

Corporate Trustee

EXHIBIT INDEX

Exhibit No.