181 / 220
\ 175
Notes to the Consolidated Accounts
\ Annual Accounts
Ordinary shares
Convertible
preference shares
Total
(x €1,000)
2013
2012
2013
2012
2013
2012
Capital
AT 01.01
821,058
757,287
36,764
56,941
857,822
814,228
Own shares sold/(purchased) - net
56,635
22,652
56,635
22,652
Issued as a result
of the optional dividend
28,368
20,942
28,368
20,942
Conversion of preference shares
into ordinary shares
38
20,177
-38
-20,177
AT 31.12
906,099
821,058
36,726
36,764
942,825
857,822
Share premiums
AT 01.01
293,243
256,024
36,349
56,306
329,592
312,330
Own shares sold/(purchased) - net
27,014
6,097
27,014
6,097
Issued as a result
of the optional dividend
15,504
11,165
15,504
11,165
Conversion of preference shares
into ordinary shares
38
19,957
-38
-19,957
AT 31.12
335,799
293,243
36,311
36,349
372,110
329,592
Categories of shares
The Group issued two categories of shares:
Ordinary shares:
the holders of ordinary shares are entitled to receive div-
idends when these are declared and are entitled to one vote per share at
the General Shareholders’ Meetings of the company. The par value of each
ordinary share is €53.59 on 31.12.2013. The ordinary shares are listed on
the First Market of Euronext Brussels.
Convertible preference shares:
the preference shares were issued
in 2004 in two distinct series which both feature the following main
characteristics:
•
priority right to an annual fixed gross dividend of €6.37 per share,
capped at this level and non-cumulative;
•
priority right in case of liquidation to a distribution equal to the issue
price of these shares, capped at this level;
•
option for the holder to convert his preference shares into ordinary
shares from the fifth anniversary of their issue date (01.05.2009), at a
rate of one ordinary share for one preference share;
•
option for a third party designated by Cofinimmo (for example, one
of its subsidiaries) to purchase in cash and at their issue price the
preference shares that have not yet been converted, from the 15th
anniversary of their issue date;
•
the preference shares are registered, listed on the First Market of
Euronext Brussels and carry a voting right identical to that of the
ordinary shares.
The first series of preference shares was issued at €107.89 and the sec-
ond at €104.40 per share. The par value of both series stands at €53.33
per share.
Shares held by the Group:
at 31.12.2013, the Group held 48,917 ordinary
shares (also see page 20) (31.12.2012: 1,105,750).
Authorised capital
On 29.03.2011, the General Shareholders’ Meeting authorised the Board of
Directors to issue new capital for €799,000,000 and for a period of five
year. At 31.12.2013, the Board of Directors has made use of this authorisa-
tion for a total amount of €241,204,079.53. Hence, the remaining author-
ised capital amounts to €557,795,920.47 at that date. This authorised cap-
ital is based on the par value of €53.33 per ordinary or preference share
before 31.12.2007 and €53.59 per ordinary share subsequently.