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otherwise exercisable, immediately or in the future, for shares,
with preferential subscription rights.
12. Delegation of authority to the Executive Board to issue shares
and/or securities convertible, redeemable, exchangeable or
otherwise exercisable, immediately or in the future, for shares,
without preferential subscription rights, by a public offering, or
in connection with a takeover bid comprising a share exchange
offer.
13. Delegation of authority to the Executive Board to issue shares
and/or securities convertible, redeemable, exchangeable or
otherwise exercisable, immediately or in the future, for shares,
without preferential subscription rights in connection with an
offering referred to in Section II of Article L. 411-2 of the French
Monetary and Financial Code.
14. Authorization to the Executive Board, to set the issue price in the
event of the issue of shares or securities convertible, redeemable,
exchangeable or otherwise exercisable, immediately or in
Draft resolutions
Resolutions before the Ordinary Shareholders’
Meeting
1st resolution: Executive Board’s Report, Supervisory Board’s
observations and Statutory Auditors’ Reports; approval of the
Company fi nancial statements for the year ended December 31,
2009.
INFORMATION ABOUT ANF
Reports and information for the Shareholders’ Meeting
the future, for shares without preferential subscription rights,
representing up to 10% of share capital.
15. Increase in the number of shares, securities or other instruments
to be issued in the event of a capital increase with or without
preferential subscription rights for shareholders.
16. Delegation of powers to the Executive Board to issue shares
and/or securities convertible, redeemable, exchangeable or
otherwise exercisable, immediately or in the future, for shares, in
consideration for contributions in kind granted to the Company.
17. Overall ceilings on the amount of shares and securities issued
under the 11th to 16th resolutions.
18. Delegation of authority to the Executive Board to increase capital
by issuing shares and/or securities convertible, redeemable,
exchangeable or otherwise exercisable, immediately or in the
future, for shares reserved for members of a company savings
plan.
19. Powers to carry out formalities.
The Shareholders’ Meeting, voting in accordance with quorum and
majority rules for Ordinary Shareholders’ Meetings, having reviewed
the Executive Board’s Reports, the Supervisory Board’s observations,
the Statutory Auditors’ Reports as well as the Company fi nancial
statements for the year ended December 31, 2009, approves the
Company fi nancial statements for the year ended December 31,
2009 as presented to the Shareholders’ Meeting, as well as the
transactions refl ected therein and summarized in these Reports.
2nd resolution: Appropriation of net income for the year and dividend distribution.
The Shareholders’ Meeting, voting in accordance with quorum and majority rules for Ordinary Shareholders’ Meetings, having reviewed the
Executive Board’s Reports, the Supervisory Board’s observations and the Statutory Auditors’ Reports, resolves:
To appropriate the year’s earnings: €16,000,306.91
To the legal reserve for an amount of: €133,588.00
To appropriate to other reserves an amount charged to share premiums of: €3,166,080.78
Share, merger and contribution premiums amounting, subsequent to this appropriation, to: €319,813,757.48
To appropriate the year’s earnings, after appropriation of the legal reserve, for an amount of: €15,866,718.91
Plus a distribution of retained earnings: €146,308.09
Distributable earnings: €16,013,027.00
To pay dividend for an amount of: €16,013,027.00
Plus a resultant charge to other reserves, after the aforementioned appropriation: €3,166,080.78
Plus a charge to revaluation reserves in the amount of the surplus depreciation on revaluation: €1,554,064.00
Plus a charge to revaluation reserves for gains: €16,548,138.00
Total distributed amount: €37,281,309.78
Dividend per share: €1.43
Should the Company hold any of its own shares when the dividend
is paid, dividends payable on such shares will automatically be
added to retained earnings.
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Contents
For qualifying shareholders, this distribution is eligible up to 1.31
euro per share, for the 40% rebate set out in Article 158.3.2° of the
French General Tax Code.
The ex-dividend date is May 13, 2010 and the dividend will be
payable as of June 7, 2010.
ANF • 2009 ANNUAL REPORT
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OTHER GENERAL GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS