6.6.1Appropriation of result

Articles of association governing profit appropriation

With regard to the appropriation of result, article 29 of the Articles of Association states:

  1. When drawing up the annual accounts, the Management Board shall charge such sums for the depreciation of the Company’s fixed assets and make such provisions for taxes and other purposes as shall be deemed advisable.
  2. Any distribution of profits pursuant to the provisions of this article shall be made after the adoption of the annual accounts from which it appears that the same is permitted.
    The Company may make distributions to the shareholders and to other persons entitled to distributable profits only to the extent that its shareholders’ equity exceeds the sum of the amount of the paid and called up part of the capital and the reserves which must be maintained under the law.
    A deficit may be offset against the statutory reserves only to the extent permitted by law.
  3. a. The profit shall, if sufficient, be applied first in payment to the holders of preference shares of a percentage as specified in b. below of the compulsory amount due on these shares as at the commencement of the financial year for which the distribution is made.b.The percentage referred to above in subparagraph a. shall be equal to the average of the Euribor interest charged for loans with a term of twelve months – weighted by the number of days for which this interest was applicable – during the financial year for which the distribution is made, increased by two hundred basis points.
  4. The management board is authorized, subject to the approval of the supervisory board, to determine each year what part of the profits shall be transferred to the reserves, after the provisions of the preceding paragraph have been applied. 
  5. The residue of the profit shall be at the disposal of the general meeting of shareholders. 
  6. The general meeting of shareholders may only resolve to distribute any reserves upon the proposal of the management board, subject to the approval of the supervisory board.

Proposed appropriation of profits

With the approval of the Supervisory Board, it is proposed that the result shown in the Company income statement be appropriated as follows (in US$):

Appropriation of result


Profit/Loss attributable to shareholders


In accordance with Article 29 clause 4 to be transferred to retained earnings


At the disposal of the General Meeting of Shareholders


It is proposed that US$ 29 million of the profit of the year ended 31 December 2015 and US$ 16 million of the retained earnings be distributed among the shareholders.