Philips 2009 Annual Report Download - page 80

4.4 Proposed
distribution to
shareholders
Pursuant to article 34 of the articles of association of
Royal Philips Electronics, a dividend will first be declared
on preference shares out of net income. The remainder of
the net income, after reservations made with the approval
of the Supervisory Board, shall be available for distribution
to holders of common shares subject to shareholder
approval after year-end. As of December 31, 2009, the
issued share capital consists only of common shares; no
preference shares have been issued. Article 33 of the
articles of association of Royal Philips Electronics gives the
Board of Management the power to determine what
portion of the net income shall be retained by way of
reserve, subject to the approval of the Supervisory Board.
A proposal will be submitted to the 2010 Annual General
Meeting of Shareholders to declare a dividend of EUR 0.70
per common share, in cash or in shares at the option of
the shareholder, against the net income for 2009 and the
retained earnings of the Company. Such dividend is
expected to result in a payment of up to EUR 650 million.
Shareholders will be given the opportunity to make their
choice between cash and shares between April 1, 2010
and April 23, 2010. If no choice is made during this
election period the dividend will be paid in shares. On
April 23, 2010 after close of trading, the number of share
dividend rights entitled to one new common share will be
determined based on the volume weighted average price
of all traded common shares Koninklijke Philips
Electronics N.V. at Euronext Amsterdam on 21, 22 and 23
April 2010. The Company will calculate the number of
share dividend rights entitled to one new common share,
such that the gross dividend in shares will be
approximately 3% higher than the gross dividend in cash.
Payment of the dividend and delivery of new common
shares, with settlement of fractions in cash, if required,
will take place from April 28, 2010. The distribution of
dividend in cash to holders of New York registry shares
will be made in USD at the USD/EUR rate fixed by the
European Central Bank on April 26, 2010.
Dividend in cash is in principle subject to 15% Dutch
dividend withholding tax, which will be deducted from the
dividend in cash paid to the shareholders. Dividend in
shares paid out of earnings and retained earnings is subject
to 15% dividend withholding tax, but only in respect of the
par value of the shares (EUR 0.20 per share). This
withholding tax in case of dividend in shares will be borne
by Philips.
In 2009, a distribution in cash was paid of EUR 0.70 per
common share (EUR 647 million) against the retained
earnings of the Company.
The balance sheet presented in this report, as part of the
Company financial statements for the period ended
December 31, 2009, is before dividend, which is subject to
shareholder approval after year-end.
4 Our group performance 4.4 - 4.4
80 Philips Annual Report 2009