Motion for approval of the Annual Financial Report

motion for approval of the annual financial report and allocation of net income

To the Shareholders,

The financial year ending 31 December 2014 closed with net income of euro 257,963,959.

The Board of Directors proposes to distribute a dividend, net of the statutory allocation to the legal reserve and gross of statutory withholding tax, of:

  • euro 0.367 for each ordinary share;
  • euro 0.431  for each savings share.

If you agree to our proposal, we invite you to adopt the following resolutions

RESOLUTIONS

“The Meeting of the Shareholders,

  • having examined the Annual Financial Report at 31 December 2014;
  • having taken note of the report by the Board of Statutory Auditors;
  • have taken note of the report by the Independent Auditors;

ADOPTS THE RESOLUTIONS AS BELOW

a) to approve the Company’s financial statements for the financial year ending 31 December 2014, such as they are submitted by the Board of Directors, in their entirety, with regard to each entry, and with the provisions proposed, and showing a net income of euro 257,963,959: 

b) to allocate the net income for financial year 2014 of euro 257,963,959, as follows:

5% to the legal reserve 12,898,198
to the shareholders:
 - euro 0,367  (*) to each of the 475.388.592 (**) ordinary shares, for a total of 174,467,613
 - euro 0,431 (*) to each of the 11.842.969 (***) savings shares, for a total of 5,104,320
the residual net income to retained earnings 65,493,828

(*)    Before deducting statutory withholding taxes.
(**)  Net of the 351,590 ordinary shares currently held by the Company.
(***) Net of the 408,342 savings shares currently held by the Company.

c) to authorise the directors, if transactions in treasury shares are executed prior to payment of the dividend as in point b), to allocate to and/or draw from retained earnings the amount of the dividends  relating to such shares, and to allocate to the same item the net amount of any roundings as may arise through dividend payment;

The dividend for financial year 2014 shall be available for collection as from May 20, 2015, with coupon detachment on May 18, 2015 (the “record date” shall be May 19, 2015).”