191 PROPOSED APPROPRIATION OF PROFIT GROUP MANAGEMENT REPORT COMPANY ON THE MOVE REPORT OF THE BOARD OF MANAGEMENT CORPORATE RESPONSIBILITY CONSOLIDATED FINANCIAL STATEMENTS PROPOSED APPROPRIATION OF PROFIT A. PRELIMINARY REMARKS The appropriation of net distributable profit for financial year 2013 as set out below under B. ("Proposed Appropria- tion of Profit for 2013") will be proposed to the Annual General Meeting of the Company on 12 June 2014 as Item 2 of the Agenda. The distribution of an "Additional Dividend" proposed for resolution under Item 2.2 of the Proposed Appropriation of Profit for 2013 shall take place only subject to the condition precedent that the Board of Management to purchase treasury shares proposed as Item 3 of the Agenda ("Capital Reduction Reso- lution") is not adopted, or - chase offer to be conducted. For the sake of clarity and explanation, the proposal under Item 3 of the Agenda for adoption of the resolution on re- duction of the registered share capital through redemption of shares and authorisation of the Board of Management to purchase treasury shares is therefore additionally attached to this Proposed Appropriation of Profit for 2013. B. PROPOSAL ON THE APPROPRIATION OF NET DISTRIBUTABLE PROFIT FOR FINANCIAL YEAR 2013 The full text of the proposal on the appropriation of net distributable profit for financial year 2013 (Item 2 of the Agen- da) as well as the proposal relating to the adoption of the resolution on reduction of the registered share capital through redemption of shares and authorisation of the Board of Management to purchase treasury shares (Item 3 of the Agenda) reads as follows: "2. RESOLUTION ON THE APPROPRIATION OF THE NET DISTRIBUTABLE PROFIT The Company's Annual Financial Statements for the year ended 31 December 2013, which have been prepared by the Board of Management, approved by the Supervisory Board and thus adopted as final, show a net distributable profit of 1,704,524,834.19. The Board of Management and the Supervisory Board propose adopting the following resolution: 2.1 Of the net distributable profit (a) an amount of 34,552,000.00 shall be appropriated for distribution of a dividend of 0.25 per non-par share with dividend entitlement (DE0007042301), and (b) the remaining amount of 1,669,972,834.19 shall be carried forward to new account. If the Annual General Meeting adopts the resolution pursuant to 3. on the reduction of the registered share capital through redemption of shares after purchase, the amount carried forward to new account will be available to redeem shares against the net dis- tributable profit. In the event of distribution of an Additional Dividend (2.2), the amount to be carried to new ac- count shall be reduced pursuant to 2.2 (d).
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