Carrefour - 2017 Registration Document

CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2017 Notes to the Consolidated Financial Statements 2017 REGISTRATION DOCUMENT | CARREFOUR 5. 264 Equity and earnings per share Note 11 Capital management 11.1 The parent company, Carrefour SA, must have sufficient equity capital to comply with the provisions of the French commercial code. The Group owns interests in a certain number of financial services companies (banks, insurance companies). These subsidiaries must have sufficient equity capital to comply with capital adequacy ratios and the minimum capital rules set by their local banking and insurance supervisors. Capital management objectives (equity and debt capital) are to: ensure that the Group can continue operating as a going concern, ● in particular by maintaining high levels of liquid resources; optimise shareholder returns; ● keep gearing at an appropriate level, in order to minimise the ● cost of capital and maintain the Group’s credit rating at a level that allows it to access a wide range of financing sources and instruments. In order to maintain or adjust its gearing, the Group may take on new borrowings or retire existing borrowings, adjust the dividend paid to shareholders, return capital to shareholders, issue new shares, buy back shares or sell assets in order to use the proceeds to pay down debt. Share capital and treasury stock 11.2 Share capital 11.2.1 At December 31, 2017, the share capital was made up of 774,677,811 ordinary shares with a par value of 2.5 euros each, all fully paid. (in thousands of shares) 2017 2016 Outstanding at January 1 756,235 738,471 Issued for cash - - Issued upon exercise of stock options - - Issued in payment of dividends 18,443 17,764 Cancelled shares - - Outstanding at December 31 774,678 756,235 The increase during the year corresponded to new shares issued to shareholders who chose to reinvest their 2016 dividend (Notes 2.6 and 11.3). Treasury stock 11.2.2 Accounting principles Treasury stock is recorded as a deduction from shareholders’ the related tax effect) are recorded directly in shareholders’ equity equity, at cost. Gains and losses from sales of treasury stock (and without affecting net income/(loss) for the year. At December 31, 2017, a total of 11,719,539 shares were held in treasury (December 31, 2016: 9,473,039 shares). (which replaces the 2014 agreement with Oddo Corporate Finance). The shares held in treasury are intended notably for the Group’s stock option and performance share plans, or for the liquidity agreement set up in July 2016 with Rothschild & Cie Banque All rights attached to these shares are suspended for as long as they are held in treasury.

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