Download DiviDenD Policy of iberDrola, s.a. 12/14/10

DiviDenD Policy of
iberDrola, s.a.
12/14/10
conTenTs
DiviDenD Policy of iberDrola, s.a.
1. Purpose
3
�
3
�
2. compliance with applicable provisions
3
�
3. Guidelines for action
3
�
NOTICE. This document is a translation of a duly approved Spanish-language document, and is provided for informational purposes only. In the event of any discrepancy between the text of
this translation and the text of the original Spanish-language document which this translation is intended to reflect, the text of the original Spanish-language document shall prevail.
2
corPoraTe Governance anD reGUlaTory coMPliance Policies of iberDrola, s.a.
DiviDenD Policy of iberDrola, s.a.
The Board of Directors of Iberdrola, S.A. (the “Company”) is responsible for preparing the Dividend Policy and submitting the corresponding proposed
resolutions on the allocation of profits or losses and other forms of shareholder compensation to the shareholders at the General Shareholders’
Meeting, as well as for deciding upon the payment of interim dividends, if any.
The Company’s Dividend Policy rests upon the following foundations:
1.
Purpose
The primary purpose of this Policy is to link shareholder compensation to growth in profits. It is a customary practice that the strategic plans prepared
by the Company contain specific and measurable economic and financial objectives, always in pursuit of growth, improved profitability and the
creation of shareholder value in a sustained fashion, within the framework of the corporate interest.
2.
compliance with applicable provisions
The Company’s Dividend Policy shall in all cases be implemented in compliance with applicable legal provisions and with the resolutions approved
by the shareholders acting at a General Shareholders’ Meeting and by the Board of Directors.
3.
Guidelines for action
While taking into account the objectives set out in the strategic plans, the Board of Directors shall have flexibility to propose to the shareholders at the
General Shareholders’ Meeting the decisions it deems most appropriate regarding the allocation of profits or losses and shareholder compensation, as
well as to decide, specifically, on the intervals at which dividends shall be paid and, if applicable, on the payment of interim dividends.
Within the aforementioned framework of flexibility, the Board of Directors may also propose the payment of dividends in kind and the implementation
of other forms of shareholder compensation (for example, scrip dividends).
Notwithstanding the foregoing, the Company’s general policy will be, in the absence of circumstances warranting the modification thereof, to
maintain the pay-out of profits to its shareholders at the level it has historically applied, which stands between fifty-five (55%) percent and sixty
(60%) percent of the net profits attributed to the Company as controlling company in its consolidated annual financial statements, in any of the
compensation forms mentioned above, in compliance with good governance recommendations generally recognized in international markets in the
area of shareholder compensation.
NOTICE. This document is a translation of a duly approved Spanish-language document, and is provided for informational purposes only. In the event of any discrepancy between the text of
this translation and the text of the original Spanish-language document which this translation is intended to reflect, the text of the original Spanish-language document shall prevail.