Profit appropriation

46 Profit appropriation

Proposal for appropriation of profit for 2022

The articles of association of Stedin Holding N.V. contain provisions concerning profit appropriation. The company’s articles of association state that holders of the cumulative preference shares are entitled annually to a yield of 3%. The distribution of this yield is at the discretion of the Board of Management, subject to the approval of the Supervisory Board. If the preference dividend is not distributed, it must be added to the preference profit reserve.

In addition, the articles of association state that the Board of Management may reserve a maximum of 50% of the profit available for distribution (after the preference dividend), as a result of which at least 50% of the profit is available for the General Meeting of Shareholders, excluding exceptional income. Following approval by the Supervisory Board, the Board of Management will put forward a proposal to the General Meeting of Shareholders concerning the amount to be distributed. The General Meeting of Shareholders may resolve to distribute this amount in whole or in part.

The Board of Management intends, with the approval of the Supervisory Board, to distribute the preference dividend of €6 million to the holders of preference shares. This would represent a dividend of €14.42 per preference share for 2022.

In addition, the Board of Management intends, with the approval of the Supervisory Board, to increase the reserves by an amount equal to 50% of the profit available for distribution for the 2022 financial year, i.e. an amount of €15.6 million.

Stedin Holding N.V. has designated the following items as incidental items:

x 1 million

2022

2021

Profit after income tax

43.6

21.0

Result attributable to holders of Stedin Holding N.V. perpetual subordinated bonds

-5.6

-16.9

Result attributable to shareholders of Stedin Holding N.V.

38.0

4.1

Cumulative preference dividend to be distributed

-6.0

-3.1

Incidental income:

Profit on disposal of TUMS 50%

-0.9

-

Profit after income tax available for distribution to the shareholders

31.1

1.0

Proposed dividend

15.6

0.5

Increase of general reserve after proposed dividend distribution

15.6

0.5

A recommendation will be made to the General Meeting of Shareholders to resolve to pay a dividend of €15.6 million. This would represent a total dividend of €3.13 per share (2021: €0.11 per share).

The proposed profit appropriation has not been recognised in the balance sheet as at 31 December 2022.

Rotterdam, 17 February 2023

Stedin Holding N.V.

Board of Management

Supervisory Board

Koen Bogers, CEO (chair)
Danny Benima, CFO
Trudy Onland, COO
David Peters, CTO

Doede Vierstra (chair)
Hanne Buis
Theo Eysink
Annie Krist
Arco Groothedde