Lagercrantz 2008/09

Note 29 Equity

Parent Company

According to Swedish law, shareholder’s equity shall be divided between funds that may not be paid as dividends (restricted funds) and funds that may be paid as dividends (unrestricted funds).

Restricted reserves

Restricted funds consist of share capital and the following reserves:

Unrestricted equity

Share capital
Distribution and change of class of shares
Classes of shares Shares outstanding Number of votes
Class A shares, 10 votes per share 1,094,654 10,946,540
Class B shares, 1 vote per share 22,078,655 22,078,655
Class B shares held in treasury –1,195,500 –1,195,500
Total 21,977,809 31,829,695

Class A shares Class B shares
Number of shares outstanding at beginning of period 1,095,998 23,318,234
Redemption of shares
–1,240,923
Conversion of class A shares –1,344 1,344
Number of shares outstanding at end of period 1,094,654 22,078,655
Repurchased shares Class A shares Class B shares
Number of repurchased shares at beginning of period 1,936,423
Redemption of shares
–1,240,923
Shares repurchased during the year
500,000
Number of shares held in treasury at end of period 1,195,500

The share capital amounted to MSEK 48.9 at the end of the period. The class B shares is listed on OMX Nordic Exchange Stockholm. According to the Articles of Association the share capital is a minimum of MSEK 25 and a maximum of MSEK 100. The quotient value of the share is SEK 2.11.

The proposed dividend for the year is SEK 1.50 (1.50) per share.

The option programmes described in Note 6 are secured by shares held in treasury at an average price of SEK 25.57.

When the call options are exercised at a redemption price of SEK 36.00, SEK 44.00 and SEK 36.80 per share, respectively, the number of shares outstanding can potentially increase by the number of redeemed call options, which are 675,000. In such a case the number of shares held in treasury decreases accordingly.

Group

The Group’s equity consists of share capital and the following items:

Other contributed capital

Refers to equity capital contributed by the owners.

Reserves

Reserves refer to restatement reserve hedging reserve.

The restatement reserve includes all FX rate translation differences that arise when translating the financial statements of foreign operations. These entities prepare their financial statements in other currencies than the Group and the Parent Company, which report in Swedish kronor (SEK). The restatement reserve additionally consists of exchange rate differences that arise upon revaluation of net investments in foreign operations.

The hedging reserve includes the effective portion of the accumulated net change in fair value of a cash flow hedging instrument attributable to hedging transactions that have not yet transpired.

Retained earnings

Retained earnings include earned profit in the Parent Company and its subsidiaries. Profit for the year is reported separately in the balance sheet. Prior provisions to the legal reserve, not including transferred premium reserves, are included in this equity item.

Capital management

The Group’s goal, as expressed in its finance policy, is to have a good capital structure and financial stability in the interest of retaining the confidence of investors, credit institutions and the market in general. In addition, this constitutes a foundation for continued development of the business operations. Capital is defined as total shareholders’ equity, not including minority interests.

The ambition of the Board of Directors is to retain a balance between a high return and the security of a large capital base. The Group’s goal is to achieve a return on equity of at least 25 percent per year. For the 2008/09 financial year the return was 14 percent (21).

The Group’s dividend policy is to pay a dividend amounting to 30-50 percent of the year’s profit. Before the 2009 Annual Meeting the Board of Directors has proposed a dividend of SEK 1.50 (1.50) per share. The proposed dividend translates to a dividend share of 49 percent (38). The dividend is also equivalent to 6 percent (7) of consolidated equity as of 31 March 2009.

The Group’s Board of Directors has a mandate from the 2008 Annual Meeting to repurchase shares. The Group has made repurchases of shares on several occasions. In part, the timing of these repurchases has been determined by the market price of the share. A portion of the repurchased shares are intended cover the Group’s commitment under outstanding option programmes, where members of senior management and certain key persons have the opportunity to acquire class B shares by exercising acquired options. There is no formal repurchase plan. Decisions to buy and sell shares in the Group are instead made by the Board of Directors within the framework of the mandate given by the Annual Meeting. The Board of Directors is again proposing to the 2009 Annual Meeting to pass a resolution to repurchase own shares. There was no change in the Group’s capital management during the year.

Lagercrantz