Separate financial statements
Resolutions of the Shareholders' meeting
On 15 April 2014 the Shareholders' Meeting held in Genoa:
- approved the Financial Statements for the year ended 31 December 2013, which close with a net profit of EUR 29,165,637.14;
- resolved to pay shareholders a dividend of EUR 1.00 per share, comprising a non-recurring component of EUR 0.50 per share in light of the successful completion of an essential phase of the strategic industrial reorganisation project started in 2008, using the profit for the year and, for the remaining part, using retained earnings;
- resolved to release a part of the unavailable portion of the "Reserve for first-time adoption of IAS/IFRS and retained earnings", i.e. EUR 83,966,160.55 corresponding to the write-down, net of the related tax effects, of the share in the TotalErg S.p.A. Joint Venture.
- resolved to approve the payment of the dividend starting on 22 May 2014, subject to issuance of the coupon starting on 19 May 2014 and with record date on 21 May 2014;
- added a new member to the Board of Statutory Auditors, appointing the new Alternate Auditor Mr. Mario Lamprati;
- determined the compensation to be paid to members of the Board of Directors, of the Control and Risks Committee and of the Nominations and Remuneration Committee for financial year 2014;
- authorised the Board of Directors, in accordance with Article 2357 of the Italian Civil Code, for a period of 12 months starting on 15 April 2014, to purchase treasury share up to a revolving maximum of 30,064,000 ordinary ERG shares;
- authorised the Board of Directors, in accordance with Article 2357-ter of the Italian Civil Code, for a period of 12 months starting on 15 April 2014, to sell treasury shares, all at once or in several steps;
- revoked the previous authorisation to purchase and sell treasury shares resolved by the Shareholders' Meeting on 23 April 2013;
- expressed its favourable opinion on the first section of the Report on remuneration.