Boskalis jaarverslagen 2011

22. Group equity

22.1 Issued capital and share premium

The authorized share capital of € 240 million is divided into 150,000,000 ordinary shares with a par value of € 0.80 each and 50,000,000 cumulative protective preference shares with a par value of € 2.40 each.

(in number of shares)   2011   2010
         
On issue and fully paid at January 1   100,974,263   98,651,289
Stock dividend   2,497,479   2,322,974
On issue and fully paid at December 31   103,471,742   100,974,263

The issued capital as at December 31, 2011 consists of 103,471,742 ordinary shares with a par value of € 0.80 each and consequently amounts to € 82.8 million (2010: € 80.8 million).
Issued capital increased by 2,497,479 ordinary shares in the course of 2011 as a result of the distribution of stock dividend. Of the issued capital as at December 31, 2011, 120 ordinary shares were owned by the Group.

The as yet unexercised option right to take cumulative protective preference shares in Royal Boskalis Westminster N.V. has been assigned to the Stichting Continuiteit KBW.

Share premium comprises additional paid-in capital exceeding the par value of outstanding shares. Share premium is distributable free of tax.

22.2 Retained earnings

Retained earnings consist of additions and distributions based on profit appropriations, effects of changes in accounting principles and losses and movements in the legal reserve. The balance is at the disposal of the shareholders. Retained earnings also comprises the yet unappropriated current year profit. A proposal for profit appropriation is included in note 29 relating to subsequent events.

22.3 Dividends

Royal Boskalis Westminster N.V. announced and distributed the following dividends to holders of ordinary shares:

    2011   2010
         
Dividends previous year € 1.24 respectively € 1.19 per ordinary share       117,395
Total announced and distributed dividend   125,208   117,395
         
Stock dividend   80,522   73,258
Cash dividend   44,686   44,137
Total distributed dividend   125,208   117,395

22.4 Earnings per share

Earnings per share over 2011 amount to € 2.48 (2010: € 3.11). Because there are no dilution effects, the diluted earnings per share also amount to € 2.48 (2010: € 3.11). The calculation of earnings per share is based on the profit attributable to shareholders of € 254.3 million (2010: € 310.5 million) and the weighted average number of ordinary shares for the year 2011, 102,390,642 (2010: 99,962,337). This number is calculated as follows:

(in number of shares)   2011   2010
         
Issued ordinary shares as at January 1   100,974,263   98,651,289
Weighted effect of ordinary shares issued due to optional dividend   1,416,379   1,311,048
Weighted average number of ordinary shares during the fiscal year   102,390,642   99,962,337

22.5 Other reserves

Movement in other reserves:

    Legal reserves        
(in € 1,000)   Other legal reserve   Hedging reserve   Revaluation reserve   Currency translation reserve   Actuarial reserve   Total other reserves
                         
Note   [22.5.1]   [22.5.2]   [22.5.3]   [22.5.4]   [22.5.5]    
                         
Balance as at January 1, 2011   203,524   -2,354   3,834   -633   -53,568   150,803
                         
Foreign currency translation differences for foreign operations         2,373     2,373
Cash flow hedges, after taxation     5,153         5,153
Defined benefit plan actuarial gains (losses) and asset limitation, after taxation           -49,252   -49,252
Revaluation existing participation prior to business combination with SMIT       17,316       17,316
Movement legal reserve   103,782           103,782
Total movement   103,782   5,153   17,316   2,373   -49,252   79,372
                         
Balance as at December 31, 2011   307,306   2,799   21,150   1,740   -102,820   230,175

    Legal reserves        
(in € 1,000)   Other legal reserve   Hedging reserve   Revaluation reserve   Currency translation reserve   Actuarial reserve   Total other reserves
                         
Note   [22.5.1]   [22.5.2]   [22.5.3]   [22.5.4]   [22.5.5]    
                         
Balance as at January 1, 2010   132,725   8,262   3,834   -37,542   -30,098   77,181
                         
Foreign currency translation differences for foreign operations         36,909     36,909
Cash flow hedges, after taxation     -10,616         -10,616
Defined benefit plan actuarial gains (losses) and asset limitation, after taxation           -23,470   -23,470
Movement legal reserve   70,799           70,799
Total movement   70,799   -10,616     36,909   -23,470   73,622
                         
Balance as at December 31, 2010   203,524   -2,354   3,834   -633   -53,568   150,803

22.5.1 Other legal reserve (legal reserve)

With regard to the difference between the cost price and equity value of entities, consolidated either proportionally as well as associated companies recognized in accordance with the equity method, a legally required reserve is recognized because of a lack of control over the distribution of profits only to the extent that these differences are not included in the accumulated currency translation differences on foreign operations.

22.5.2 Hedging reserve (legal reserve)

The hedging reserve comprises the fair value of effective cash flow hedges, not yet realized at balance sheet date, net of taxation, including results realized on the “rolling forward” of existing hedges as a result of differences between the duration of the hedges concerned and the underlying cash flows. Details about the movements in the hedging reserve are disclosed in note 27.2.

22.5.3 Revaluation reserve (legal reserve)

This reserve at year-end 2010 relates the revaluations of the existing interests following the business combination Dragamex SA de CV and Codramex SA de CV in 2008. This part of the reserve is realized through depreciation, impairments if any and sale of the asset. In 2011 the interpretation of the Dutch accounting rules changed which resulted in the accounting for a revaluation reserve for the profit with respect to the revaluation of the existing non-controlling interest prior to the business combination with Smit Internationale N.V. effective as from April 1, 2010.

22.5.4 Currency translation reserve (legal reserve)

The currency translation reserve comprises all accumulated currency translation differences arising from the translation of investments in foreign operations, which are denominated in reporting currencies other than those used by the Group, including the related intragroup financing. These currency translation differences are accumulated as from the IFRS transition date (January 1, 2004) and are taken into the income statement at disposal or termination of these foreign operations.

22.5.5 Actuarial reserve

The actuarial reserve relates to the limitation on net plan assets of defined benefit pension schemes and the actuarial gains and losses, which originated from the difference between the realized and the expected movement in defined benefit obligations and the return on plan assets.

Added to My report add to My report Source: Annual report 2011, page 93