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R esolutions
Resolutions to be voted on in Annual
Stockholders’ Meeting
First resolution
Approval of the Report of the Managing Board and the
financial statements
The Annual Meeting, having reviewed the annual financial statements,
the Report of the Managing Board, the Report of the Supervisory Board
and the Auditors’ Report on the annual financial statements, approves
the Report of the Managing Board.
The Annual Meeting approves the 2002 financial statements, showing
net income of €1,189,952,655.03.
Second resolution
Approval of the consolidated financial statements
The Annual Meeting, having reviewed the consolidated financial
statements, the Report of the Managing Board and the Auditors’
Report on the consolidated financial statements, approves the
consolidated financial statements for the year ended December 31,
2002, as presented.
Third resolution
Appropriation of income for the year
The Annual Meeting notes that distributable income, representing net
income for the year of €1,189,952,655.03, plus retained earnings
brought forward from the prior year in an amount of
€309,094,914.66, totals €1,499,047,569.69.
The Annual Meeting resolves to appropriate distributable income as
follows:
- To the payment of a dividend €349,797,347.10
- To untaxed reserves €94,571,545.00
- To other reserves €600,000,000.00
- To unappropriated retained earnings €454,678,677.59
The dividend of €1.35 per share, corresponding to total revenue of
€2.025 per share including the associated tax credit of €0.675, will be
paid as from June 4, 2003.
The Annual Meeting notes that the dividend and corresponding tax credits
for the years ended December 31, 1999, 2000 and 2001 were as follows:
Number
Dividend before
Year of shares tax credit Tax credit Total
1999 45,509,460 shares €2.70 €1.35 €4.05
with a par value of €6
2000 47,093,191 shares €5.00 €2.50 €7.50
with a par value of €6
2001 255,409,004 shares €1.15 €0.58 €1.73
with a par value of €1
Fourth resolution
Approval of the Auditors’ Report on agreements with
companies that have common directors
The Annual Meeting, having reviewed the Auditors’ Report on
agreements with companies that have common directors, approves the
Report and the transactions referred to therein.
Fifth resolution
Ratification of the appointment of a member of the
Supervisory Board
The Annual Meeting ratifies the appointment to the Supervisory Board
of Thierry Peugeot, decided by the Supervisory Board on December 19,
2002, to replace Pierre Peugeot, deceased. Thierry Peugeot will remain
in office for the remainder of his predecessor’s term, expiring at the
close of the Annual Meeting to be held in 2004 to approve the 2003
financial statements.
Sixth resolution
Appointment of a Statutory Auditor
The Annual Meeting appoints PricewaterhouseCoopers Audit SA,
32 rue Guersant, Paris 17, as statutory auditor to replace Coopers &
Lybrand Audit, following the latter’s resignation. PricewaterhouseCoopers
Audit SA is appointed for the remainder of its predecessor’s term,
expiring at the close of the Annual Meeting to be held in 2005 to
approve the 2004 financial statements.
Seventh resolution
Appointment of an Auxiliary Auditor
The Annual Meeting appoints Yves Nicolas, 32 rue Guersant, Paris 17,
as auxiliary auditor for PricewaterhouseCoopers Audit SA, to replace
Pierre-Louis Schneider, following the latter’s resignation. Yves Nicolas
is appointed for the remainder of his predecessor’s term, expiring at the
close of the Annual Meeting to be held in 2005 to approve the 2004
financial statements.
PSA PEUGEOT CITROËN - RESOLUTIONS 217