Boskalis_Annual_Report_2016

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4. ISSUED CAPITAL AND OPTIONAL DIVIDEND The authorized share capital of EUR 4.8 million (2015: EUR 240 million) is divided into 240,000,000 (2015: 150,000,000) ordinary shares with a par value of EUR 0.01 (2015: EUR 0.80) each and 80,000,000 (2015: 50,000,000) cumulative protective preference shares with a par value of EUR 0.03 (2015: EUR 2.40) each. In 2016 a dividend of EUR 1.60 per share was distributed to the 2015 financial year for a total amount of EUR 201.0 million. Of all shareholders 72% opted for a dividend in ordinary shares. As a result 4,449,790 new ordinary shares were issued.

2015

2016

(in number of ordinary shares)

122,937,820

Issued and fully paid shares entitled to dividend at 1 January

125,627,062

Stock dividend

2,689,242

4,449,790

Issued and fully paid shares entitled to dividend at 31 December

125,627,062

130,076,852

The issued capital as at 31 December 2016 consisted of 130,076,852 ordinary shares with a par value of EUR 0.01 each (2015: EUR 0.80) for a total amount of EUR 1.3 million (2015: EUR 100.5 million). No shares were owned by Royal Boskalis Westminster N.V. as at 31 December 2016 and as at 31 December 2015. The Stichting Continuïteit KBW received an option right to acquire cumulative protective preference shares in Royal Boskalis Westminster N.V. This option has not been exercised yet. Share premium comprises additional paid-in capital exceeding the par value of outstanding shares. Share premium is distributable free of tax. 5. OTHER RESERVES With regard to the difference between the cost price and equity value of joint ventures and associated companies recognized in accordance with the equity method, a legally required reserve is recognized due to 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. The legal reserve for non- distributed profits of group and/or joint ventures and associated companies amounted to EUR 214.3 million at the end of 2016 (2015: EUR 320.9 million). The legal reserve for associated companies is determined on an individual basis. 6. PROFIT OR LOSS FOR THE YEAR The amount of the loss EUR 563.7 million will be deducted from the retained earnings. The proposal to the Annual General Meeting will be to distribute a dividend from the retained earnings, amounting to EUR 130.1 million, for a dividend payment to the shareholders of EUR 1.00 per ordinary share. The proposed dividend will be made payable in ordinary shares that will be charged to the tax-exempt share premium reserve or charged to the retained earnings, with the exception of shareholder requests for payment in cash. Pursuant to its use of financial instruments, the Group is exposed to credit risk, liquidity risk and market risk. The notes to the consolidated financial statements provide information on the Group’s exposure to each of these risks, its objectives, principles and procedures for managing and measuring these risks, as well as group capital management. These risks, objectives, principles and procedures for managing and measuring these risks as well as capital management apply mutatis mutandis to the company financial statements of Royal Boskalis Westminster N.V. Fair value The fair value of the majority of the financial instruments presented in the balance sheet, including receivables, securities, cash and cash equivalents and current liabilities are close to their carrying value. The other reserves recognized in the company balance sheet are disclosed in the notes to the consolidated financial statements (note 23.6). 7. FINANCIAL INSTRUMENTS General

ANNUAL REPORT 2016 – BOSKALIS