5.3. EQUITY AND CAPITAL MANAGEMENT POLICY

Accounting policies

Share capital is disclosed at par value, in the amount specified in the Parent’s Articles of Association and the entry in the court register.   Share premium comprises the positive difference between the issue price of shares and the par value of the shares which remains after covering issue costs.   Accumulated other comprehensive income includes exchange differences on translating foreign operations, effects of the application of cash-flow hedge accounting which are taken to equity, actuarial gains and losses on employee benefits, and valuation of financial assets available for sale.   Retained earnings are the aggregate of the profit for the reporting period and accumulated profits brought forward which were not distributed as dividend but were transferred to reserve funds or remained undistributed.

 

PGNiG S.A.’s largest shareholder is the State Treasury, which as at December 31st 2019 held 71.88% of the Company shares and controlled the Group. For detailed information on the shareholding structure, see the Directors’ Report on the operations of PGNiG S.A. and the PGNiG Group.

As at the end of 2018, the Company’s share capital comprised 5,778,314,857 shares with a par value of PLN 1 per share.

There were no changes in the Company’s share capital relative to the previous reporting period.

On June 27th 2019, the Annual General Meeting of PGNIG S.A. resolved to allocate PGNiG’s net profit for the financial year 2018 of PLN 3,289,305,045.15 as follows:

• PLN 1,040,096,674.26 to dividend payment,
• PLN 1,000,000,000.00 to capital reserves to finance the extension and upgrade of the national gas distribution network; and
• PLN 1,249,208,370.89 to the Company’s statutory reserve funds.

The dividend of PLN 0.18 per share was paid from 5,778,314,857 shares.

The dividend record date and the dividend payment date were set for July 26th 2019 and August 7th 2019, respectively. The dividend amount paid on August 7th 2019 was reduced by the amount of interim dividend for 2018 paid on December 3rd 2018 (the amount of the interim dividend was PLN 404,482,039.99).

For detailed information on the dividend policy, see Directors’ Report on the operations of PGNiG S.A. and the PGNiG Group.

The key objective of the Group’s capital management is to maintain the ability to continue its operations, taking into account investment plans, while increasing the Group’s shareholder value. Furthermore, the PGNiG Group monitors its ability to pay liabilities based on the net debt to EBITDAear­nings be­fo­re in­te­rest, ta­xes, de­pre­cia­tion and amor­ti­za­tion ratio.