Annual report 2006
The holders of common shares are entitled to one vote per share and to participate in the distribution of dividends and liquidation proceeds. Pursuant to section 39 of the Articles of Association, first a dividend will be declared on cumulative preferred shares and on cumulative preferred financing shares out of net income. The remaining income, after reservations made by the Supervisory Board in consultation with the Corporate Executive Board, will be available for distribution to the common shareholders upon approval at the General Meeting of Shareholders. Upon recommendation of the Corporate Executive Board, with the approval of the Supervisory Board, the General Meeting of Shareholders can decide to pay a dividend wholly or partly in the form of common shares. Amounts not paid in the form of dividends will be added to accumulated deficit. In the financial statements the dividend on cumulative preferred financing shares is included in the statements of operations. Consequently, net income according to the parent company statements of operations is fully attributable to common shareholders. The proposed profit-sharing statement reads as follows:
| 2006 | 2005 | 2004 | |
|---|---|---|---|
| Net income | 899 | 120 | 870 |
| Dividends on common shares | - | - | - |
| Add to accumulated deficit | 899 | 120 | 870 |
No dividends on common shares were paid in 2006, 2005 and 2004 and it is proposed that no final dividend on our common shares will be paid in 2007 with respect to 2006.
On January 2, 2007, 100,802,061 cumulative preferred financing shares with a par value of EUR 169 million were converted into 22,419,051 common shares, which conversion was effected by (i) conversion of 22,419,051 cumulative preferred financing shares into 22,419,051 common shares; and (ii) the acquisition for no consideration of 78,383,010 cumulative preferred financing shares by Ahold.
ICA's finance company is being audited by the Swedish tax authorities. ICA and the Swedish tax authorities recently began the correspondence.
In the first quarter of 2007, Ahold decided to increase the amount it will return to shareholders from EUR 2 billion (as announced on November 6, 2006) to EUR 3 billion, subject to the divestment of U.S. Foodservice. This will be executed through a share buyback program.