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5 CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL Note 20 Cash and cash equivalents 182 2011 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC Dec. 31, 2011 Dec. 31, 2010 Marketable securities 634 1,825 Negotiable debt securities and short-term deposits 622 115 Cash and cash equivalents 1,515 1,449 Total cash and cash equivalents 2,771 3,389 Bank overdrafts (217) (93) NET CASH AND CASH EQUIVALENTS 2,554 3,296 Note 21 Equity 21.1 – Capital Share capital At the Annual General Meeting held on April 21, 2011 Schneider Electric shareholders approved the division of the nominal value of the shares by two. The operation took effect on September 2, 2011 and resulted in the issuance of 271,959,091 new shares. The Company’s share capital at December 31, 2011 amounted to EUR2,195,772,096, represented by 548,943,024 shares with a par value of EUR4, all fully paid up. Changes in share capital Changes in share capital since December 31, 2010 were as follows: At December 31, 2011, a total of 548,722,100 voting rights were attached to the 548,943,024 shares outstanding. Schneider Electric’s capital management strategy is designed to: • ensure Group liquidity; • optimise its fi nancial structure; • optimise the weighted average cost of capital. The strategy must also ensure the Group has access to different capital markets under the best possible conditions. Factors taken into account for decision-making purposes include objectives expressed in terms of earnings per share, ratings or balance sheet stability. Finally, decisions may be implemented depending on specifi c market conditions. Cumulative number of shares Total (in euros) Capital at Dec. 31, 2010 271,959,091 2,175,672,728 Division of the par value by two 271,959,091 - Exercise of stock options 1,169,210 4,676,840 Employee share issue 3,855,632 15,422,528 CAPITAL AT DEC. 31, 2011 548,943,024 2,195,772,096 The share premium account increased by EUR194,755,657 following the exercise of options and the increases in capital.
21.2 – Ownership structure CONSOLIDATED FINANCIAL STATEMENTS NOTES TO THE CONSOLIDATED FINANCIAL Dec. 31, 2011 Dec. 31, 2010 Number of Number of Capital shares Voting rights voting rights Capital Voting rights % % % % Capital Research and Management Company (1) 9.4 51,780,765 8.9 51,780,765 8.2 7.7 CDC 3.7 20,349,002 4.6 26,699,002 4.2 5.1 Employees 4.6 25,001,870 7.1 41,268,373 4.1 6.1 Own shares 0.0 1,058 - - - - Treasury shares 1.7 9,164,952 - - 1.7 - Public 80.6 442,645,377 78.0 455,807,950 81.8 79.4 TOTAL 100.0 548,943,024 100.0 584,722,100 (2) 100.0 100.0 (1) To the best of the Company’s knowledge. (2) Number of voting rights as defi ned in article 223-11 of the AMF general regulations, which includes shares stripped of voting rights. No shareholders’ pact was in effect as of December 31, 2011. 21.3 – Earnings per share These calculations are adjusted to refl ect the division of the par value by two, from 8 euros to 4 euros, effective September 2, 2011. Determination of the share base used in calculation (in thousands of shares) Dec. 31, 2011 Dec. 31, 2010 Basic Diluted Basic Diluted Common shares* 537,422 537,422 521,786 521,786 Stock grants 2,890 1,184 Stock options 2,623 2,180 Average weighted number of shares 537,422 542,935 521,786 525,150 * Net of treasury shares and own shares. Earnings per share (In euros) Dec. 31, 2011 Dec. 31, 2010 Basic Diluted Basic Diluted Profi t before tax 4.54 4.49 4.51 4.48 EARNINGS PER SHARE 3.39 3.35 3.30 3.28 21.4 – Dividends paid and proposed In 2011, the Group paid out the 2010 dividend of EUR3.20 per share, for a total of EUR856 million. In 2010, the Group paid out the 2009 dividend of EUR2.05 per share, for a total of EUR525 million. At the Shareholders’ Meeting of May 3, 2012, shareholders will be asked to approve a dividend of EUR1.70 per share for 2011. At December 31, 2011 Schneider Electric SA had distributable reserves in an amount of EUR96 million (versus EUR257 million at the previous year-end), not including profi t for the year. 2011 REGISTRATION DOCUMENT SCHNEIDER ELECTRIC 183 5
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Registration Document 2011 Financia
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Registration Document Financial and
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distinctions that are both an achie
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Interview with Schneider Electric r
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Supervisory Board (as of February 2
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Sales by geography 18% Rest of the
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2011 in brief Growth and acquisitio
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and IT managers will now be able to
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1 Description of the Group, and its
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1.3 The emergence of sustainable ci
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DESCRIPTION OF THE GROUP, AND ITS S
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2. Leader in an industry of the fut
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Specifiers: in search of efficient
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3.2 A platforms strategy The growin
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Diversified partnerships In additio
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4. Organisational simplicity DESCRI
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These procedures include quarterly
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The Group may be exposed to the ris
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Legal risks The Group’s products
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• in North America, a captive ins
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2 Sustainable development 1. Sustai
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Open dialogue with stakeholders Cus
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2 SUSTAINABLE DEVELOPMENT SUSTAINAB
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2 SUSTAINABLE DEVELOPMENT 106 REGIS
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3 SUPERVISORY CORPORATE GOVERNANCE
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3 CORPORATE GOVERNANCE ORGANISATION
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7 GENERAL GENERAL PRESENTATION OF S
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7 GENERAL PRESENTATION OF SCHNEIDER
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8 MANAGEMENT ANNUAL AND EXTRAORDINA
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ANNUAL AND EXTRAORDINARY SHAREHOLDE
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274 PERSONS RESPONSIBLE FOR THE REG
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Schneider Electric SA Headquarters:
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