Once a dividend is announced, shareholders may choose to receive the dividend from Fortis SA/NV (Belgium) or from Fortis N.V. (the Netherlands). The dividend of Fortis SA/NV is equal to the dividend of Fortis N.V.
If a shareholder does not elect to receive dividend from one of the above, a default procedure will apply based primarily on the domicile of the shareholder (for registered shares) or of the Central Securities Depository with which the shareholders’ bank has deposited the shares (in the case of shares held in securities account), with Belgian residents receiving solely Belgian dividends and Dutch residents receiving solely Dutch dividends. Shareholders domiciled in neither Belgium nor the Netherlands will receive a Belgian and a Dutch dividend in equal proportion. Holders of physical bearer shares who do not specify the source of their dividend will receive a wholly Belgian dividend.
The companies comprising Fortis are subject to legal restrictions regarding the amount of dividend they may pay to their shareholders. The Netherlands Civil Code stipulates that a Dutch company may pay dividends only if the net equity of that company exceeds the total of the paid‑up and called‑up capital and the reserves required by law or by the company’s Articles of Association.
Under the Belgian Companies Code, 5% of a company’s annual net profit must be placed in a reserve fund until this fund reaches 10% of the share capital. No dividends may be paid if the value of the company’s net assets falls below, or following payment of dividend would fall below, the sum of its paid-up capital and non-distributable reserves.
Belgian and Dutch subsidiaries are also subject to dividend restrictions arising from minimum capital and solvency requirements imposed by regulators in the countries in which those subsidiaries operate.
Proposed dividend for 2007
The Board of Directors will propose to the Annual General Meetings of Shareholders on 29 April 2008 a total cash dividend of EUR 1.29 per share. As an interim dividend of EUR 0.70 per share was paid on 6 September 2007, the final dividend for 2007 will amount to EUR 0.59 per share. The proposed dividend is in agreement with the Fortis dividend policy.
However, in comparing the dividend with previous dividend payments the following should be taken into account.
On 25 September 2007 Fortis issued a Rights Issue as part of the financing of the ABN AMRO acquisition causing a dilution of the existing share value at that time. For a shareholder this was neutral as the value of the ex-right share and the right equaled the value of the shares cum rights.
The interim dividend was paid before the Rights Issue. In order to compare the dividend for 2007 with previous dividend payments the dividend per share and earnings per share have to be adjusted for this dilution effect by an adjustment factor of 1.1945 (see for details note 6).
Based on this adjustment factor, the adjusted interim dividend 2007 amounts to EUR 0.59 (originally EUR 0.70). Combined with a final dividend proposal of EUR 0.59, the total proposed dividend for 2007 amounts to EUR 1.18 per share in cash equaling the adjusted dividend 2006 of EUR 1.17.
Please find underneath a table illustrating the dividend paid and proposed dividend before and after applying the adjustment factor.
|
|
2006 |
2007 |
2006 Adjusted |
2007 Adjusted |
|
Euro |
|
|
|
|
|
Interim dividend |
0.58 |
0.70 |
0.48 |
0.59 |
|
Final dividend |
0.82 |
0.59 |
0.69 |
0.59 |
|
Total |
1.40 |
1.29 |
1.17 |
1.18 |
