Annual report 2009 - Dexia.com

General informationManagement reportConsolidatedfinancial statementsAnnual financial statementsAdditional information1. Authorised capital (Article 608 of the Company Code)The Extraordinary Shareholders’ Meeting on 13 May 2009decided to cancel the non-utilised balance of its authorisedcapital in existence at the date of the meeting and to establisha new authorised capital at EUR 8,080,000,000 on that2. Acquisition of own shares (Article 624 of the CompanyCode)SUMMARY OF TRANSACTIONS ON OWN SHARESPeriod from 31 December 2008to 31 December 2009Numberof sharesin circulation(subscribedcapital)Number ofown sharesOwn shares (Dexia SA and direct subsidiaries)Accountingpar (EUR)Countervaluepershare (EUR)% of capital31/12/08 31/12/09Situation at the startof the period 1,762,478,783 293,570 4.59 9.544 0.76% 0.02%Acquisitions over the period 0 4.59 1.16% 0%Cancellations over the period 0 0 4.59 1.89% 0%Transfers over the period 0 4.59 0.00% 0%Issues over the period 0Situation at the end of the period 1,762,478,783 293,570 4.59 9.544 0.02% 0.02%The Extraordinary Shareholders’ Meeting on 13 May 2009renewed the authorisation given to the Board of Directors fora new period of five years:• to acquire the company’s own shares on the market or inany other manner up to the legal maximum number for acounter-value established in accordance with the provisionsof any law or regulation applicable at the time of the purchase,and which may not be less than one euro per shareor higher by more than 10% of the last closing price onEuronext Brussels;• insofar as needed, to dispose of the company’s own shares,possibly beyond the maximum period of five years providedfor their acquisition. Direct subsidiaries within the meaningof Article 627 § 1 of the Company Code are authorised toacquire or to dispose of the company’s shares under thesame conditions.same date for a period of five years, the decision cominginto force on 27 May 2009. Over the 2009 financial year,the Board of Directors did not make use of the authorisedcapital.The Shareholders’ Meeting delegated all powers to the Boardof Directors which, in its turn, entrusted those powers:• if necessary to determine the terms and conditions of resaleor disposal of own shares and• to decide and if necessary to implement the disposal of thesaid own shares.The Board of Directors did not however launch a programmeto purchase own shares in 2009.The balance of the portfolio of own shares as at 31 December2009 corresponds to the number of Dexia shares still held byDexia Crédit Local (direct subsidiary of Dexia SA under Article627 § 1 of the Company Code), as part of the share optionplan put in place by that subsidiary in 1999. The movementsindicated under “Transfers over the period” in the table Summaryof transactions on own shares (see above) result fromthe exercise of those options.86Dexia Annual report 2009