APC 2004 Annual Report Download - page 142

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140
The whole dividend suggested is entitled to the 50 %
deduction in favor of individuals residing in France
provided for in Article 153-8-2 of the Tax Code.
Unpaid dividends on shares held in treasury as of the
ex-dividend date will be allocated to retained earnings.
Dividend payments and corresponding tax credit for
the last three years were as follows:
Net Avoir fiscal Total
dividend tax credit revenue
2001 (1) 1.3 - 1.30
2002 1.0 0.50 (2) 1.50
0.10 (3) 1.10
2003 1.1 0.55 (2) 1.65
0.11 (3) 1.21
(1) Return of capital in lieu of a dividend that did not qualify for
any tax credit and was not subject to personal income tax or the
CSG or CRDS taxes in France.
(2) 50% tax credit (3) 10% tax credit
Fifth resolution
(Election of a Director)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings elects
Serge Weinberg as Director for a period of four years
expiring at the Annual Shareholders' Meeting to be
called in 2009 to approve the 2008 accounts. Mr.
Weinberg will replace Hans Friderichs, whose term
expires at this Meeting and cannot be renewed due to
the age limit set out in the bylaws.
Sixth resolution
(Resignation and Election of a Director)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings,
accepts Caisse des Dépôts et Consignations' resigna-
tion as Director and elects Jérôme Gallot to serve out
the rest of Caisse des Dépôts et Consignations' term,
which expires at the Annual Shareholders' meeting to
be called in 2008 to approve the 2007 accounts. Mr.
Gallot's term as permanent representative of Caisse
des Dépôts et Consignations ends at today's Meeting.
Seventh resolution
(Re-election of Mr. Henri Lachmann as Director)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings re-
elects Henri Lachmann as Director for a period of three
years expiring at the Annual Shareholders' Meeting to
be called in 2008 to approve the 2007 accounts.
Eighth resolution
(Re-election of Mr. René de La Serre as Director)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings re-
elects René Barbier de La Serre as Director for a peri-
od of four years expiring at the Annual Shareholders'
Meeting to be called in 2009 to approve the 2008
accounts.
3
Resolutions
Resolutions voted on in
Annual Shareholders' Meeting
First Resolution
(2004 financial statements)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings and
having heard the reports of the Board of Directors and
the Auditors, approves the transactions and financial
statements for the year ended December 31, 2004, as
presented by the Board of Directors.
Second resolution
(2004 consolidated financial statements)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings and
having heard the reports of the Board of Directors and
the Auditors, approves the consolidated financial
statements for the year ended December 31, 2004, as
presented by the Board of Directors.
Third resolution
(Agreements governed by article L.225-38 of the
Commercial Code)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings and
having heard the Auditors' Special Report on agree-
ments governed by article L.225-38 of the Commercial
Code, presented in accordance with article L.225-40
of the Code, notes the information contained in the
Auditors' Report.
Fourth resolution
(Allocation to retained earnings, appropriation of
income, and dividend payment)
The General Meeting, acting with the quorum and
majority required for ordinary General Meetings,
resolves to:
1) Allocate to retained earnings the précompte equal-
ization tax not paid to the French Treasury on 2004
dividends, in an amount of 932,624.85, bringing
total retained earnings to 170,171,884.77.
2) Appropriate income available for distribution in the
amount of 728,939,327.16, corresponding to net
income for the year of 558,767,442.39 plus the
above amount credited to retained earnings, as follows:
Dividends 407,149,518.60
Retained earnings 321,789,808.56
Total 728,939,327.16
The dividend will amount to 1.80 for the
226,194,177 8 par value shares cum dividend
January 1, 2004 that were outstanding on December
31, 2004.