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2005 Annual Report - Touax

2005 Annual Report - Touax

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Research and development activity<br />

The Group has no research and development activity.<br />

Dividend distribution policy<br />

The company maintains a policy of regularly distributing<br />

annual dividends which vary according to<br />

results. There is no fixed distribution rule, such as a<br />

specific percentage of net income or of share price.<br />

The company does not pay interim dividends.<br />

Dividends which are unclaimed after five years are<br />

paid to the Caisse des Dépôts et Consignations by<br />

the distributing organization. A historical overview of<br />

the distribution policy is presented page 112.<br />

Treasury stock<br />

There is no treasury stock (TOUAX SCA shares held by<br />

its subsidiaries). An organigram of the Group appears<br />

page 29 and a list of subsidiaries appears in the<br />

consolidated financial statements in note 2.2 page 63.<br />

Own shaes held<br />

As at 31 December <strong>2005</strong>, the company held 4,793 of<br />

its own shares. These shares were acquired as part<br />

of the repurchase program approved by the AMF on<br />

9 June <strong>2005</strong> (n o 05-526). Historical details of movements<br />

in TOUAX’s holdings of its own shares are set<br />

out page 45.<br />

note 29.7. Remuneration of company officers<br />

Total remuneration paid to company officers in<br />

<strong>2005</strong> amounted to €465,900. Details can be found<br />

page 39.<br />

Offices and functions of company officers<br />

The report of the Chairman of the Supervisory Board<br />

specifies the offices and functions of the company<br />

officers (page 131).<br />

Current delegations of power granted by the General<br />

Meeting<br />

The combined general meeting of 30 June <strong>2005</strong><br />

granted the managers the possibility of increasing<br />

the share capital to €20 million par value in one or<br />

more increases in share capital, immediately or in<br />

the future, in cash with elimination of pre-emptive<br />

right by the creation and issue, with or without issue<br />

premium, of ordinary shares, warrants and/or any<br />

other transferable securities giving access to the<br />

capital of the company.<br />

The Managers effected a capital increase of €7.3<br />

million during the <strong>2005</strong> financial year.<br />

Distribution of voting rights<br />

There is no category of shares which do not represent<br />

capital. A historical overview of the distribution<br />

of capital and voting rights is analyzed page 42.<br />

annual report <strong>2005</strong><br />

125

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