Treasury shares are held by the Parent and by subsidiaries as set out below:
in EUR million, except number of shares stated in units 2005 2004
Number Amount Number Amount
Treasury shares held by the Parent 68,309 9.1 74,641 9.8
Treasury shares held by subsidiaries 1 - 19 -
Treasury shares held 68,310 9.1 74,660 9.8
Treasury shares are held to cover the stock option plans set up by the Parent in the period since 1999 (see note 37). Until 31 December 2004, treasury shares were presented as available-for-sale financial assets (see note 17). They were transferred to equity on 1 January 2005 following the introduction of IAS 32 and IAS 39.
On 27 May 2004, the Extraordinary General Meeting of Shareholders authorised the Board of Directors to increase the share capital in one or more occasions, during a renewable period of five years, up to a maximum of EUR 60 million by contributions in cash or in kind or by incorporation of available or non-available reserves or share premium account, with or without creation of new shares, either preference or other shares, with or without voting rights, with or without subscription rights, with the possibility of limiting or withdrawing preferential subscription rights including in favour of one or more specified people.
In addition to ordinary shares, there are 500,000 nominative participating shares, which do not represent share capital. The number of participating shares remained unchanged in 2004 and in 2005. Each participating share confers one voting right and gives right to a dividend equal to one eighth of the dividend of an ordinary share.
Disclosure of company shareholders Capital Participating Total voting (according to “declarations of transparency” dated 8 July 1994, shares shares rights 9 December 1996, 30 January 1998 and 14 November 2005) Number % Number % Number %
- s.a. de Participations et de Gestion, Brussels 966,890 17.48% - - 966,890 16.03% - Reptid Commercial Corporation, Dover, Delaware 202,532 3.66% - - 202,532 3.36% - One natural person 153,990 2.78% 125,000 25.00% 278,990 4.63% The three abovementioned persons are associated
and act in concert with Cobepa s.a. 1,323,412 23.93% 125,000 25.00% 1,448,412 24.02% - Nayarit Participations s.c.a., Brussels 1,166,905 21.10% - - 1,166,905 19.35% - One natural person 47,619 0.86% 375,000 75.00% 422,619 7.01% The two abovementioned persons are associated
and act in concert with Cobepa s.a. 1,214,524 21.96% 375,000 75.00% 1,589,524 26.36% - Cobepa s.a., Brussels 425,000 7.69% - - 425,000 7.05% Cobepa s.a. acts in concert with on the one hand Nayarit Participations s.c.a. and one associated natural person,
and on the other hand with s.a. de Participations et de Gestion, Reptid Commercial Corporation and one associated natural person. Changes in equity are set out below:
in EUR million Capital and reserves attributable to equity holders Total Minority Equity
Share Share Treasury Share- Fair Hedging Retained Actuarial Deferred Cumu- Group’s interest capital premium shares based value reserve earnings gains taxes lative share
payment reserve and translation
reserve losses differences
At 1 January 2004 160.0 24.4 - 0.2 - - 484.3 - - - 668.9 367.5 1,036.4
Treasury shares - - - -
Dividend 2003 paid in 2004 - - - -12.8 - - - -12.8 -14.0 -26.8 Other movements - - - -42.1 -42.1 Total recognised income and expense - - - 0.2 - - 43.2 -8.4 2.1 -6.1 31.0 -7.7 23.3
At 31 December 2004 160.0 24.4 - 0.4 - - 514.7 -8.4 2.1 -6.1 687.1 303.7 990.8
Introduction of IAS 32 and IAS 39 - - -9.8 - 0.8 -9.2 -1.7 - 2.2 - -17.7 -127.0 -144.7
At 1 January 2005 160.0 24.4 -9.8 0.4 0.8 -9.2 513.0 -8.4 4.3 -6.1 669.4 176.7 846.1
Treasury shares - - 0.7 - - - 0.7 0.1 0.8 Dividend 2004 paid in 2005 - - - -12.8 - - - -12.8 -16.7 -29.5
Note 29: equIty (continued)
The impact on equity of the introduction of IAS 32 and 39 is explained in note 43.
The Board of Directors proposed the distribution of a gross dividend amounting to EUR 2.40 per share (2004: EUR 2.31 per share), or EUR 13.3 million in aggregate (2004: EUR 12.8 million).
Note 30: ProVIsIoNs
Provisions for post-retirement benefit schemes are analysed in note 20. The other provisions, either current or non-current, are analysed below. The major classes of provisions are the following ones:
in EUR million 2005 2004
Automobile Car Vehicle Group Automobile Car Vehicle Group Distribution Rental Glass Distribution Rental Glass
Non-current provisions
Dealer-related 18.0 - - 18.0 19.3 - - 19.3
Warranty 4.6 - - 4.6 4.7 - - 4.7
Insurance 3.5 37.1 - 40.6 3.7 26.3 - 30.0
Other non-current items 4.3 15.2 22.3 41.8 4.6 17.5 9.0 31.1
Subtotal 30.4 52.3 22.3 105.0 32.3 43.8 9.0 85.1
Current provisions
Cash-settled management share option scheme - - 0.1 0.1 - - 19.2 19.2
Other current items - - 3.2 3.2 - - 3.3 3.3
Subtotal - - 3.3 3.3 - - 22.5 22.5
Total provisions 30.4 52.3 25.6 108.3 32.3 43.8 31.5 107.6
The changes in provisions are set out below for the year ended 31 December 2005:
in EUR million Dealer- Warranty Insurance Other Cash-settled Other Total
related non-current management current items share option items
scheme
At 1 January 2005 19.3 4.7 30.0 31.1 19.2 3.3 107.6
Charged in the year 6.8 0.3 25.0 20.9 - 3.2 56.2
Utilised in the year -3.4 -0.4 -14.7 -10.4 -17.2 -3.2 -49.3 Reversed in the year -4.7 - - -0.1 -2.1 -0.6 -7.5
Translation difference - - 0.3 0.3 0.2 0.5 1.3
At 31 December 2005 18.0 4.6 40.6 41.8 0.1 3.2 108.3
The timing of the outflows being largely uncertain, most of the provisions are considered as a non-current items. Current provisions are expected to be settled within 12 months.
The dealer-related provisions arise from the ongoing improvement of the distribution networks.
Warranty provisions relate to the cost of services offered to new vehicle customers, like mobility. Expected reimbursements by third parties amount to at least EUR 0.2 million.
In the Car Rental segment, insurance reserves provide for uninsured losses under third party liabilities or claims. Due to the timescales and uncertainties involved in such claims, provision is made based upon the profile of claims experience, with provision made for potential claims for a number of years after policy inception. In the Automobile Distribution segment, insurance reserves provide for incurred but not registered motor claims at D’Ieteren Lease.
Other non-current provisions primarily comprise:
- Reorganisation and employee termination provisions that are expected to crystallise within the next few years. - Dilapidation and environmental provisions to cover the costs of the remediation of certain properties. - Provisions for vacant properties.