2010 REGISTRATION DOCUMENT (3.4 Mo) - Groupe Casino

6GENERAL MEETINGProposed resolutions6.3. PROPOSED RESOLUTIONS6.3.1. ORDINARY RESOLUTIONSFirst resolutionApproval of the Company’s f inancial statements forthe year ended 31 December 2010Having considered the reports of the Board of Directors and theStatutory Auditors, the shareholders approve the Company’s financialstatements for the year ended 31 December 2010 as presented,showing net profit for the year of €371,661,581.13, together with thetransactions reflected or described in the said reports.The shareholders note the transfer to retained earnings, pursuant tothe resolution voted at the Annual General Meeting of 29 April 2010,of 2009 dividends allocated to the 85,996 ordinary shares held bythe Company on the 10 May 2010, being the dividend payment date,amounting to a total of €227,889.40.Second resolutionApproval of the consolidated f inancial statementsfor the year ended 31 December 2010Having considered the reports of the Board of Directors and theStatutory Auditors, the shareholders approve the consolidated financialstatements for the year ended 31 December 2010 as presented,showing net profit attributable to equity holders of the parent of€549,788 thousand.Third resolutionAppropriation of net profit and dividendHaving considered the report of the Board of Directors, the shareholders resolve to appropriate profit for the year ended 31 December 2010as follows, having noted that there is no need for a transfer to the legal reserve:Net profit for the year €371,661,581.13Retained earnings brought forward from 2009 (+) €2,466,738,518.33Profit available for distribution (=) €2,838,400,099.46Dividend (-) €307,659,439.14TRANSFER TO RETAINED EARNINGS (=) €2,530,740,660.32Each share will receive a dividend of 2.78 payable on 21 April 2011.Private shareholders who are French tax residents will be entitledto claim 40% tax relief on their dividends, in accordance withArticle 158-3-2 of the French Tax Code (Code général des impôts).They may alternatively elect for liability to the flat rate withholdingtax.Casino shares held by the Company on the dividend payment date donot qualify for a dividend and the corresponding sums will thereforebe transferred to retained earnings.Dividends and corresponding tax credits for the past three years were as follows:YearClass of sharesNumber ofsharesDividendper shareDividend eligiblefor 40% tax reliefDividend not eligiblefor 40% tax relief2007 • Ordinary shares96,992,416 (1) €2.30 €2.30 -• Preferred non-voting shares15,124,256 (1) €2.34 €2.34 -2008 • Ordinary shares97,769,191 (2) €5.17875 (3) €5.17875 -• Preferred non-voting shares14,589,469 (2) €5.21875 (3) €5.21875 -2009 • Ordinary shares110,360,987 (4) €2.65 €2.65 -(1) Including 318,989 ordinary shares and 50,091 preferred non-voting shares held by the Company.(2) Including 250,730 ordinary shares and 411 preferred non-voting shares held by the Company.(3) At the Annual General Meeting of 19 May 2009, the shareholders voted to distribute a cash dividend of €2.53 per ordinary share and €2.57 per preferred non-voting share, plus an additionaldividend in the form of Mercialys shares on the basis of one Mercialys share for eight ordinary or preferred non-voting Casino shares. The per share value of the Mercialys stock dividend isequal to 1/8th of the Mercialys share price on 2 June 2009, i.e. €2.64875.(4) Including 85,996 held by the Company.210 Casino Group | Registration Document 2010