2012 Annual Report - Italcementi Group

2012 Annual Report
Presentation 4
General information 14
Annual Report Consolidated Annual Report Directors’ report 146
Sustainability disclosure Italcementi S.p.A. Annual Report Separate financial statements 241
Extraordinary session 351
Resolution
In the past the company applied for financial subsidies, pursuant to Law 488/92, in connection with
investments to be made in a number of its plants.
Specifically, with the shareholder resolution of April 24, 2001, among other things the company set aside to the
“Law 488/92 Fund” Reserve an amount of 4,866 million lire, equivalent to 2,513,079.27 euro, from the profit for
financial year 2000, to cover project no. 20071-11 at the Samatzai cement plant. Following the issue of the
decree officially granting subsidies for the afore-mentioned project no. 20071-11, the above amount of
2,513,079.27 euro may be released and transferred from the “Law 488/92 Fund” to the “Extraordinary
Reserve”.
The financial year closed with a loss of 202,882,382.86 euro, which we propose be covered in full by
withdrawing an equivalent amount from the Extraordinary Reserve.
We also propose the distribution of a portion of the Extraordinary Reserve through the withdrawal from said
reserve of an overall amount of 16,719,024.78 euro and, considering that pursuant to art. 7 of the By-Laws in
the event of the distribution of reserves the savings shares have the same rights as the other shares, we
propose to assign 0.06 euro to each outstanding ordinary and savings share, net of treasury shares held by the
company, gross of legally required withholdings.
Consequently, since only distribution of reserves is contemplated, also in compliance with the afore-mentioned
art. 7 of the By-Laws, the preferred dividend entitlement of the savings shares up to 5% of the nominal share
value will be computed as an increase in the preferred dividend in the following two financial years.
To the Shareholders,
* * *
if you agree with our proposals, we invite you to carry the following resolution:
The Italcementi S.p.A. Annual General Meeting of April 17, 2013,
having acknowledged of the directors’ report on operations and the report of the Board of Statutory Auditors
after examination of the financial statements at December 31, 2012;
hereby resolves
to approve:
- the directors’ report on operations;
- the 2012 separate financial statements, consisting of the statement of financial position, income
statement, statement of comprehensive income, statement of changes in equity, statement of cash flows
and notes, which reflect a loss of 202,882,382.86 euro as presented by the Board of Directors in its
entirety, in the individual postings and with the proposed allocations;
to release, following the issue of the decree officially granting the subsidies for project no. 20071-11, at the
Samatzai cement plant, an amount of 2,513,079.27 euro of financial year 2000 earnings, set aside to the
“488/92 Fund” Reserve as deliberated by the Annual General Meeting of April 24, 2001 and to transfer said
amount in its entirety to the “Extraordinary Reserve”, which thus increases to 450,736,862.20 euro;
to cover in full the loss for the year of 202,882,382.86 euro by withdrawing an equivalent amount from the
Extraordinary Reserve which consequently decreases to 247,854,479.34 euro;
203
www.italcementigroup.com