APC 2013 Annual Report Download - page 313

SHAREHOLDERS’ MEETING
RESOLUTIONS
Resolutions 4.
Ordinary meeting
FIRST RESOLUTION
The Shareholders' Meeting further resolves that the amounts
reflecting the unpaid dividend attributable to shares held in treasury
(Approval of the corporate financial statements
by the company on the dividend payment date are to be allocated
for the 2013 financial year)
to retained earnings.
The Shareholders' Meeting, acting in accordance with the quorum There is no income distributed or paid in connection with this
and majority requirements for ordinary meetings, having heard the Shareholders' Meeting other than the dividend declared above,
board of directors' report on the company financial statements, whether or not eligible for the 40% allowance set forth in Items 2 or
and the statutory auditors' report, approves the corporate financial 3 of article158 of the French Tax Code.
statements for the 2013 financial year as presented, as well as the Dividends paid by Schneider Electric SA in respect of the three
transactions contained in these statements or summarized in the most recent financial years are as follows:
reports showing a loss of EUR132,771,491.80.
2010 2011 2012
SECOND RESOLUTION Net dividend paid per share
restated to reflect division 1.60 1.70 1.87of the par value by 2(1) (2)
(Approval of consolidated financial statements
for the 2013 financial year)
The full dividend is eligible for a 40% deduction for individuals (1)
resident for tax purposes in France. The company paid no
dividends that were ineligible for the allowance.
The stock split (division of the par value) took effect on (2)
September2, 2011.
The Shareholders' Meeting, acting in accordance with the quorum
and majority requirements for ordinary meetings, having heard the
board of directors' report on the company consolidated
statements, and the statutory auditors' report, approves the
corporate consolidated statements for the 2013 financial year as
presented, as well as the transactions contained in these
statements or summarized in the reports.
FOURTH RESOLUTION
THIRD RESOLUTION (Approval of the regulated agreements entered
(Attributing income for the financial year, the into in 2013 - compensation of the
levy on issue premiums, and determining the Vice-president/Lead-Director, amendments to
dividend) the article 39 regime and modification of
non-compete commitments of senior executive
The Shareholders' Meeting, acting in accordance with the quorum
directors - and information on agreements and
and majority requirements for ordinary meetings, as proposed by
commitments made in prior years).
the board of directors, resolves:
to charge the loss for the year of EUR132,771,491.801°)
The Shareholders' Meeting, acting in accordance with the quorum
against the retained earnings of EUR973,551,474.73;
and majority requirements for an ordinary meeting, having heard
the board of directors' report and the Special Auditors' report
to allocate EUR2,216,403.60 from the retained earnings to2°)
presented pursuant to the provisions of articleL.225-40 of the
the statutory reserves,
French Commercial Code on the agreements and obligations
and resolve to allocate distributable income, which stood at EUR specified in articlesL.225-38 and L.225-42-1 of said Code,
838,563,579.33, plus a charge of EUR 244,480,049.59 on issue approves the agreements presented in these reports, relating to
premiums relating to the contribution of Legrand shares, which the compensation of the Vice-president for his duties as
total EUR 1,083,043,628.92, among the holders of 579,167,716 lead-director as well as to the defined benefits of the top-hat
shares with dividend rights on January 1, 2013 comprising the pension scheme for executive corporate officers and their
capital on January 17, 2014 through the payment of a dividend of non-compete obligations, and duly notes the information relating to
EUR 1.87 per share with a par value of EUR 4. the agreements and commitments made in prior years and
The full dividend hereby declared shall be eligible for the 40% approved by the Shareholders' Meeting.
allowance for individuals domiciled in France, as set forth in
article158-3 2 of the French Tax Code.
8
311
2013 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC